Warren G. Lichtenstein - Sep 19, 2022 Form 4 Insider Report for STEEL PARTNERS HOLDINGS L.P. (SPLP)

Role: Executive Chairman, Director, 10%+ Owner
Signature: By: /s/ Maria Reda, as Attorney-in-Fact for Warren G. Lichtenstein
Stock symbol: SPLP
Transactions as of: Sep 19, 2022
Transactions value $: $0
Form type: 4
Date filed: 9/28/2022, 05:00 PM
Previous filing: Jul 6, 2022
Next filing: Oct 4, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SPLP	Common Units no par value	Other		-383K	-17.09%		1.86M	Sep 19, 2022	By SPH SPV-I LLC	F1, F2, F3, F5
holding	SPLP	Common Units no par value						646K	Sep 19, 2022	Direct	F1
holding	SPLP	Common Units no par value						5.79M	Sep 19, 2022	By Steel Partners, Ltd.	F1, F4
holding	SPLP	Common Units no par value						970K	Sep 19, 2022	By WGL Capital LLC	F1, F6
holding	SPLP	Common Units no par value						438K	Sep 19, 2022	By 2020 GRAT #3	F1, F7
holding	SPLP	Common Units no par value						934K	Sep 19, 2022	By 2020 GRAT #4	F1, F8
holding	SPLP	6% Series A Preferred Units						417K	Sep 19, 2022	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This Form 4 is filed jointly by WGL Capital LLC ("WGL"), Steel Partners, Ltd. ("SPL"), SPH SPV-I LLC ("SPH SPV") and Warren G. Lichtenstein (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Units. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein.
F2	Represents a distribution of Common Units from SPH SPV to a member of SPH SPV.
F3	Consists entirely of Common Units as a result of the conversion of all 1,702,059 Class C Common Units held by SPH SPV into Common Units following the alignment of capital accounts of the Common Units and the Class C Common Units.
F4	Mr. Lichtenstein, as the Chief Executive Officer of SPL, may be deemed to beneficially own the Common Units owned directly by SPL.
F5	Mr. Lichtenstein, as the Managing Member of SPH SPV, may be deemed to beneficially own the Common Units owned directly by SPH SPV.
F6	SPL, as the sole Member of WGL, and Mr. Lichtenstein, as the Manager of WGL and the Chief Executive Officer of SPL, may be deemed to beneficially own the Common Units owned directly by WGL.
F7	Represents Common Units held by a grantor retained annuity trust ("2020 GRAT#3"). Mr. Lichtenstein, as the sole trustee and sole annuitant of the 2020 GRAT#3, may be deemed to beneficially own the Common Units held by the 2020 GRAT#3.
F8	Represents Common Units held by a grantor retained annuity trust ("2020 GRAT#4"). Mr. Lichtenstein, as the sole trustee and sole annuitant of the 2020 GRAT#4, may be deemed to beneficially own the Common Units held by the 2020 GRAT#4.