Donn S. Lux - Apr 1, 2021 Form 3/A - Amendment Insider Report for MGP INGREDIENTS INC (MGPI)

Role
Member of 10% holder group, 10%+ Owner
Signature
/s/ Donn S. Lux, individually, as investment trustee of the Luxco 2017 Irrevocable Trust dated 6/19/2017 and as family assets trustee of the Ann S. Lux 2005 Irrevocable Trust FBO Paul S. Lux dated 9/16/2005
Stock symbol
MGPI
Transactions as of
Apr 1, 2021
Transactions value $
$0
Form type
3/A - Amendment
Date filed
10/7/2021, 04:12 PM
Date Of Original Report
Apr 5, 2021
Next filing
Jun 22, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding MGPI Common Stock 3.96M Apr 1, 2021 By Donn S. Lux F1
holding MGPI Common Stock 27.7K Apr 1, 2021 By Leslie P. Lux F2
holding MGPI Common Stock 27.7K Apr 1, 2021 By Caroline Lux Kaplan F3
holding MGPI Common Stock 1.76M Apr 1, 2021 Direct F4
holding MGPI Common Stock 772K Apr 1, 2021 Direct F5
holding MGPI Common Stock 153K Apr 1, 2021 Direct F6
holding MGPI Common Stock 623K Apr 1, 2021 Direct F7
holding MGPI Common Stock 623K Apr 1, 2021 Direct F8
holding MGPI Common Stock 27.7K Apr 1, 2021 Direct F9
holding MGPI Common Stock 27.7K Apr 1, 2021 Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Donn S. Lux may be deemed to hold sole voting and dispositive power with respect to the 3,935,180 shares held by the Luxco 2017 Irrevocable Trust dated June 19, 2017, the Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux dated September 16, 2005, the Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux QSST LRD dated September 16, 2005, the Ann S. Lux 2005 Irrevocable Trust FBO Caroline Lux Kaplan dated September 16, 2005 and the Ann S. Lux 2005 Irrevocable Trust FBO Paul S. Lux dated September 16, 2005, and shared voting and dispositive power over the 27,731 shares held by the Lux Children Irrevocable Trust dated May 24, 2012. Donn S. Lux is the spouse of Michele B. Lux.
F2 Leslie P. Lux may be deemed to hold shared voting and dispositive power over the 27,731 shares held by the Lux Children Irrevocable Trust dated May 24, 2012. Leslie P. Lux is the spouse of Paul S. Lux.
F3 Caroline Lux Kaplan may be deemed to hold sole voting power and dispositive power with respect to the 27,731 Shares held by the Caroline L. Kaplan Revocable Trust dated December 16, 2009.
F4 These securities are beneficially owned by Luxco 2017 Irrevocable Trust dated June 19, 2017. Donn S. Lux is the sole investment trustee of this trust.
F5 These securities are beneficially owned by Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux dated September 16, 2005. Donn S. Lux is the sole trustee of this trust.
F6 These securities are beneficially owned by Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux QSST LRD dated September 16, 2005. Donn S. Lux is the sole trustee of this trust.
F7 These securities are beneficially owned by Ann S. Lux 2005 Irrevocable Trust FBO Caroline Lux Kaplan dated September 16, 2005. Donn S. Lux is the sole trustee of this trust.
F8 These securities are beneficially owned by Ann S. Lux 2005 Irrevocable Trust FBO Paul S. Lux dated September 16, 2005. Donn S. Lux is the sole family assets trustee of this trust.
F9 These securities are beneficially owned by Lux Children Irrevocable Trust dated May 24, 2012. Donn S. Lux and Leslie P. Lux are the trustees of this trust.
F10 These securities are beneficially owned by Caroline L. Kaplan Revocable Trust dated December 16, 2009. Caroline Lux Kaplan is the sole trsutee of this trust.

Remarks:

This is form 1 of 2. The Reporting Persons included herein and the reporting persons included in the Form 3/A of even date herewith filed by Paul S. Lux and other group members (collectively with the Reporting Persons included herein, the "Lux Reporting Persons") may be demed to be part of a group, due to the entry by such parties into a Shareholders Agreement dated April 1, 2021. Each of the Reporting Persons disclaims beneficial ownership of the shares of the Issuer's common stock reported herein, except to the extent of their pecuniary interest therein. On April 1, 2021, an aggregate of 5,007,828 shares of the Issuer's common stock were issued to the Lux Reporting Persons pursuant to the closing of transactions contemplated by an Agreement and Plan of Merger by and among the Lux Reporting Persons, the Issuer and other parties. The acquisitions of these shares by the Lux Reporting Persons were reported on Forms 3 filed on April 5, 2021. On September 21, 2021, the final purchase price adjustment was completed, and an additional aggregate of 1,373 shares of the Issuer's common stock were allocated to the Lux Reporting Persons. Pursuant to Dilorenzo v. Murphy, 322 F. Supp. 2d 479 (S.D.N.Y. 2004), these additional shares are deemed acquired as of the date of the closing of the merger, and this Form 3/A reflects the total number of shares acquired by each of the reporting persons.