American Industrial Partners Capital Fund IV Lp - Mar 15, 2024 Form 4 Insider Report for REV Group, Inc. (REVG)

Signature
/s/ Stanley Edme, Authorized Signatory for American Industrial Partners Capital Fund IV. LP
Stock symbol
REVG
Transactions as of
Mar 15, 2024
Transactions value $
-$127,567,045
Form type
4
Date filed
3/15/2024, 04:31 PM
Previous filing
Feb 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction REVG Common Stock Sale -$128M -7.4M -80.71% $17.25 1.77M Mar 15, 2024 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

American Industrial Partners Capital Fund IV Lp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The 7,395,191 shares covered by this Statement were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-3 (File No. 333-276009).
F2 This Statement is being filed by American Industrial Partners Capital Fund IV, LP., American Industrial Partners Capital Fund IV (Parallel), LP and AIP/CHC Holdings, LLC (collectively, the "Reporting Persons"). The principal business address of each Reporting Person is 450 Lexington Ave, 40th Floor, New York, New York 10017. Each of the Reporting Persons was party to a stockholders agreement that related to the voting of the shares covered by this Report and, as such, previously may have been deemed to be a member, or members, of a group holding over 10% of the outstanding Common Stock of the Issuer for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.
F3 The 1,767,314 shares represent (i) 0 shares of common stock held by American Industrial Partners Capital Fund IV, LP. ("Fund IV"), (ii) 0 shares of common stock held by American Industrial Partners Capital Fund IV (Parallel), LP ("Parallel Fund") and (iii) 1,767,314 shares of common stock held by AIP/CHC Holdings, LLC ("AIP Holdings" and, together with Fund IV and Parallel Fund, the "AIP Funds"). AIP CF IV, LLC ("AIP GP") is the general partner of Fund IV and the Parallel Fund. Dino Cusumano is the senior managing member of AIP GP. He is also a managing member of AIP/CHC Investors, LLC, which is the managing member of AIP Holdings. As a result of the above, Mr. Cusumano may be deemed to share voting and dispositive power with respect to the shares held by the AIP Funds.

Remarks:

Following this transaction, the Reporting Persons are no longer beneficial owners of more than 10% of the Issuer's securities and as such, this filing represents an exit filing for the Reporting Persons.