Empower Sponsor Holdings LLC - 05 Aug 2022 Form 4 Insider Report for Holley Inc. (HLLY)

Role
10%+ Owner
Signature
/s/ Andrew Spring, Chief Financial Officer for Empower Sponsor Holdings LLC
Issuer symbol
HLLY
Transactions as of
05 Aug 2022
Net transactions value
$0
Form type
4
Filing time
08 Aug 2022, 16:10:37 UTC
Previous filing
08 Aug 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HLLY Common Stock Other $0 -6,250,000 -100% $0.000000* 0 05 Aug 2022 Direct F1
transaction HLLY Common Stock Other $0 +4,170,294 +69% $0.000000 10,245,294 05 Aug 2022 By MidOcean Partners V, L.P. F1, F2
transaction HLLY Common Stock Other $0 +20,956 +84% $0.000000 45,956 05 Aug 2022 By MidOcean Partners V Executive, L.P. F1, F3
transaction HLLY Common Stock Other $0 -5,500 -0.05% $0.000000 10,239,794 05 Aug 2022 By MidOcean Partners V, L.P. F2, F4
transaction HLLY Common Stock Other $0 +5,500 +12% $0.000000 51,456 05 Aug 2022 By MidOcean Partners V Executive, L.P. F3, F4

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 HLLY Warrants to purchase Common Stock Other $0 -4,666,667 -100% $0.000000* 0 05 Aug 2022 Common Stock 4,666,667 $11.50 Direct F1
transaction HLLY Warrants to purchase Common Stock Other $0 +3,980,001 $0.000000 3,980,001 05 Aug 2022 Common Stock 3,980,001 $11.50 By MidOcean Partners V, L.P. F1, F2
transaction HLLY Warrants to purchase Common Stock Other $0 +20,000 $0.000000 20,000 05 Aug 2022 Common Stock 20,000 $11.50 By MidOcean Partners V Executive, L.P. F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 5, 2022, Empower Sponsor Holdings LLC ("Sponsor") effectuated a distribution of its 6,250,000 shares of common stock, par value $0.0001 per share (the "Common Stock") of Holley Inc. (the "Issuer") and 4,666,667 warrants to purchase Common Stock (the "Distribution"). As part of the Distribution, (i) 4,170,294 and 20,956 shares of Common Stock were distributed to MidOcean Partners V, L.P. ("MidOcean Partners") and MidOcean Partners V Executive, L.P. ("MidOcean Executive"), respectively, and (ii) 3,980,001 and 20,000 warrants to purchase Common Stock were distributed to MidOcean Partners and MidOcean Executive, respectively. The remaining shares of Common Stock and warrants previously held by Sponsor were distributed to the other members of Sponsor. Following the Distribution, Sponsor no longer beneficially owned any Issuer securities.
F2 MidOcean Partners is the record holder of the securities reported. The general partner of MidOcean Partners is MidOcean Associates V, L.P. ("MidOcean Associates"). The general partner of MidOcean Associates is Ultramar Capital, Ltd. ("Ultramar"), which is controlled by James Edward Virtue. Each of MidOcean Associates, Ultramar and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.
F3 MidOCean Executive is the record holder of the securities reported. The general partner of MidOcean Executives is MidOcean Associates. The general partner of MidOcean Associates is Ultramar, which is controlled by Mr. Virtue. Each of MidOcean Associates, Ultramar and Mr. Virtue disclaim beneficial ownership of the securities held of record by any other person except to the extent of their respective pecuniary interests therein.
F4 On August 5, 2022, MidOcean Partners transferred 5,500 shares of Common Stock to MidOcean Executive.