Mill Road Capital III, L.P. - May 22, 2024 Form 4 Insider Report for SUPERIOR INDUSTRIES INTERNATIONAL INC (SUP)

Role
10%+ Owner
Signature
/s/ Deven Petito, Management Committee Director of sole general partner on behalf of Mill Road Capital III, L.P.
Stock symbol
SUP
Transactions as of
May 22, 2024
Transactions value $
$0
Form type
4
Date filed
5/24/2024, 04:59 PM
Previous filing
May 24, 2024
Next filing
May 31, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SUP Common Stock, $0.01 par value Other $0 +37.3K +230.42% $0.00 53.5K May 22, 2024 See Footnote F2
holding SUP Common Stock, $0.01 par value 4.38M May 22, 2024 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares reported are directly held by Mill Road Capital III, L.P. (the "Fund"). Mill Road Capital III GP LLC (the "GP") is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. Each of Messrs. Lynch and Petito is a management committee director of the GP. Mr. Lynch has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
F2 Represents the Reporting Persons' acquisition of an indirect pecuniary interest in restricted stock units ("RSUs") granted by the issuer to Mr. Petito in accordance with Rule 16b-3(d) (as described in transaction code "A") as compensation for serving as a member of the issuer's board of directors. Pursuant to a pre-existing contractual obligation, Mill Road Capital Management, LLC, an affiliate of the Reporting Persons that does not have Section 13(d) beneficial ownership of any securities of the issuer, has the right to receive the economic benefit of the reported shares and, accordingly, Mr. Petito has no direct pecuniary interest in such shares. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.