Gtcr Investment Xi Llc - Dec 31, 2021 Form 4 Insider Report for MARAVAI LIFESCIENCES HOLDINGS, INC. (MRVI)

Signature
/s/ Carl Hull, as chief executive officer of Maravai Life Sciences Holdings, LLC
Stock symbol
MRVI
Transactions as of
Dec 31, 2021
Transactions value $
$0
Form type
4
Date filed
1/4/2022, 03:05 PM
Previous filing
Sep 13, 2021
Next filing
Jan 24, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MRVI Class B Common Stock Disposed to Issuer $0 -2.57M -2.04% $0.00 124M Dec 31, 2021 See footnotes F3, F4
holding MRVI Class A Common Stock 21.7M Dec 31, 2021 See footnotes F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MRVI Common Units Disposed to Issuer $0 -2.57M -2.04% $0.00 124M Dec 31, 2021 Class A Common Stock 2.57M See footnotes F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects shares of Class A Common Stock, par value $0.01 per share (the "Class A Common Stock"), of Maravai LifeSciences Holdings, Inc. (the "Issuer") held directly by Maravai Life Sciences Holdings 2, LLC ("MLSH 2"). MLSH 2 is managed by a board of managers controlled by GTCR XI/C LP ("GTCR Fund XI/C"). GTCR Partners XI/A&C LP ("GTCR Partners XI/A&C") is the general partner of GTCR Fund XI/C. GTCR Investment XI LLC ("GTCR Investment XI") is the general partner of GTCR Partners XI/A&C. GTCR Investment XI is managed by a board of managers (the "GTCR Board of Managers") consisting of Mark M. Anderson, Craig A. Bondy, Aaron D. Cohen, Sean L. Cunningham, Benjamin J. Daverman, David A. Donmini, Constantine S. Mihas and Collin E. Roche, and no single person has voting or dispositive authority over the Class A Common Stock.
F2 (Continued From Footnote 1) Each of GTCR Partners XI/A&C, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the Class A Common Stock held of record by MLSH 2, and each of the individual members of the GTCR Board of Managers disclaims beneficial ownership of the Class A Common Stock held of record by MLSH 2 except to the extent of his pecuniary interest therein.
F3 Reflects shares of the Issuer's Class B Common Stock, par value $0.01 per share (the "Class B Common Stock"), held directly by Maravai Life Sciences Holdings, LLC ("MLSH 1"). MLSH 1 is managed by a board of managers controlled by GTCR Fund XI/B LP ("GTCR Fund XI/B") and GTCR Co-Invest XI LP ("GTCR Co-Invest XI"). GTCR Partners XI/B LP ("GTCR Partners XI/B") is the general partner of GTCR Fund XI/B. GTCR Investment XI is the general partner of GTCR Co-Invest XI and GTCR Partners XI/B. GTCR Investment XI is managed by the GTCR Board of Managers, and no single person has voting or dispositive authority over the Class B Common Stock.
F4 (Continued From Footnote 3) Each of GTCR Partners XI/B, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the Class B Common Stock held of record by MLSH 1, and each of the individual members of the GTCR Board of Managers disclaims beneficial ownership of the Class B Common Stock held of record by MLSH 1 except to the extent of the pecuniary interest therein.
F5 Pursuant to the Exchange Agreement dated November 19, 2020, by and among the Issuer Maravai Topco Holdings, LLC and MLSH 1 (the "Exchange Agreement"), the Common Units (together with one share of Class B Common Stock for every Common Unit) are exchangeable for one share of the Issuer's Class A common stock, par value $0.01 per share (the "Class A Common Stock"). Common Units do not expire.
F6 Reflects Common Units owned directly by MLSH 1. Each Common Unit is exchangeable for one share of Class A Common Stock pursuant to the Exchange Agreement.

Remarks:

Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Securities Exchange Act of 1934.