Karen Seaberg - Sep 5, 2024 Form 4 Insider Report for MGP INGREDIENTS INC (MGPI)

Signature
/s/ Karen Seaberg
Stock symbol
MGPI
Transactions as of
Sep 5, 2024
Transactions value $
$0
Form type
4
Date filed
9/9/2024, 04:17 PM
Previous filing
Sep 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MGPI Common Stock Other -67.1K -3.15% 2.06M Sep 5, 2024 By Cray MGP Holdings LP F1, F2
transaction MGPI Common Stock Other -67.1K -3.26% 1.99M Sep 5, 2024 By Cray MGP Holdings LP F1, F3
holding MGPI Common Stock 135K Sep 5, 2024 by Trust
holding MGPI Common Stock 86K Sep 5, 2024 by IRA
holding MGPI Common Stock 54.5K Sep 5, 2024 by GST Trust for LM
holding MGPI Common Stock 61.5K Sep 5, 2024 by GST Trust for MH
holding MGPI Common Stock 386K Sep 5, 2024 by Seaberg MGP Holdings

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 MGPI Forward Sale Contract (Obligation to Sell) Other $0 -1 -100% $0.00 0 Sep 5, 2024 Common Stock 67.1K By Cray MGP Holdings LP F1, F2
transaction MGPI Forward Sale Contract (Obligation to Sell) Other $0 -1 -100% $0.00 0 Sep 5, 2024 Common Stock 67.1K by Cray MGP Holdings LP F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person is the sole manager of Cray Family Management, LLC ("Cray Management"), which is the general partner of Cray MGP Holdings, LP. On September 5, 2024, Cray MGP Holdings LP settled two forward sale contracts, each an obligation to deliver shares of the Issuer's common stock, that were entered into on June 7, 2023 as separate redemption agreements among Cray MGP Holdings LP, Cray Management and each of two limited partners of Cray MGP Holdings, LP. Among other things, each redemption agreement obligated or obligates, as the case may be, Cray MGP Holdings, LP to deliver to the respective redeemed limited partner a number of shares (the "Future Closing Shares") pursuant to a formula described below in three installments on specified dates in September 2023, September 2024 and September 2025. In exchange for assuming these obligations, Cray MGP Holdings, LP redeemed on September 5, 2023 all of each redeemed limited partner's ownership interest in Cray MGP Holdings, LP.
F2 The number of Future Closing Shares delivered or deliverable to this redeemed limited partner on each delivery date is determined by dividing one-third of $18,126,832.39 by the last reported sales price on the fifth trading day immediately prior to the applicable delivery date. The last reported sales price on August 28, 2024 was $90.00.
F3 The number of Future Closing Shares delivered or deliverable to this redeemed limited partner on each delivery date is determined by dividing one-third of $18,124,909.32 by the last reported sales price on the fifth trading day immediately prior to the applicable delivery date. The last reported sales price on August 28, 2024 was $90.00.