FLEX LTD. - 03 Jul 2023 Form 4 Insider Report for Nextracker Inc. (NXT)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
06 Jul 2023, 16:30:34 UTC
Prior SEC filing
15 Feb 2023
Next SEC filing
04 Jan 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Paul R. Lundstrom, Chief Financial Officer of Flex Ltd.

Key filing fact

FLEX LTD. filed Form 4 for Nextracker Inc. (NXT) on 06 Jul 2023.

Key facts

  • This page summarizes FLEX LTD.'s Form 4 filing for Nextracker Inc. (NXT).
  • 1 reported transaction and 2 derivative rows are listed below.
  • Accepted by SEC: 06 Jul 2023, 16:30.

Change

  • Previous filing in this sequence was filed on 15 Feb 2023.
  • Current net transaction value: -$495,276,045.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

NXT transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
$495,276,045
Shares
-14,025,000
Change %
-19%
Price
$35.31
Shares after
60,146,905
Date
03 Jul 2023
Ownership
By Yuma, Inc.
Underlying class
Class A Common Stock
Underlying amount
14,025,000
Exercise price
Footnotes
F1, F2, F4, F5
NXT holding Derivative

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
14,285,714
Date
03 Jul 2023
Ownership
By Yuma Subsidiary, Inc.
Underlying class
Class A Common Stock
Underlying amount
14,285,714
Exercise price
Footnotes
F1, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

Each share of Class B Common Stock is paired with one common unit of Nextracker LLC ("LLC Common Unit" and, together with the paired Class B Common Stock, the "Paired Interest"). Pursuant to the Exchange Agreement by and among the Issuer, Nextracker LLC and the holders of LLC Common Units, each Paired Interest is exchangeable into one share of Class A common stock (or, at the Issuer's election, cash based on the exchange rate in the Exchange Agreement and the value of the Class A common stock at the time of the exchange), subject to the terms of the Exchange Agreement. Upon an exchange of Paired Interests for Class A common stock, the corresponding Class B common stock will be cancelled. The Paired Interests have no expiration date.

Footnote F2

The sole shareholder of Yuma, Inc. is Flextronics International USA, Inc., an indirect, wholly-owned subsidiary of the Reporting Person.

Footnote F3

The sole shareholder of Yuma Subsidiary, Inc. is Yuma, Inc., an indirect, wholly-owned subsidiary of the Reporting Person.

Footnote F4

In connection with closing of the Issuer's underwritten offering on July 3, 2023, the Issuer purchased these Paired Interests from Yuma, Inc., in a transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-3(e) thereunder.

Footnote F5

The exact price, $35.31375, has been rounded due to the character limitations of Column 8.

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