Churchill Sponsor II LLC - 17 Jun 2022 Form 4 Insider Report for Skillsoft Corp. (SKIL)

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
22 Jun 2022, 17:20:07 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
See Signatures included in Exhibit 99.1

Key filing fact

Churchill Sponsor II LLC filed Form 4 for Skillsoft Corp. (SKIL) on 22 Jun 2022.

Key facts

  • This page summarizes Churchill Sponsor II LLC's Form 4 filing for Skillsoft Corp. (SKIL).
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 22 Jun 2022, 17:20.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

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 non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SKIL transaction

Class A Common Stock

Other

Transaction value
$0
Shares
-17,250,000
Change %
-100%
Price
$0.000000*
Shares after
0
Date
17 Jun 2022
Ownership
Direct
Footnotes
F1, F2, F3

Reported derivative securities

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

SKIL transaction Derivative

Warrants

Other

Transaction value
$0
Shares
-16,300,000
Change %
-100%
Price
$0.000000*
Shares after
0
Date
17 Jun 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
16,300,000
Exercise price
$11.50
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Churchill Sponsor II LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

This Form 4 is filed by the following Reporting Persons: Churchill Sponsor II LLC ("Sponsor") and M. Klein Associates, Inc. Because of the relationships between the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests.

Footnote F2

On June 17, 2022, the Sponsor distributed 17,250,000 shares of Class A Common Stock and 16,300,000 warrants to purchase one share, representing all of the securities of the Issuer owned by Sponsor, to its members on a pro rata basis for no additional consideration in accordance with Sponsor's organizational documents.

Footnote F3

M. Klein Associates, Inc. is the managing member of Sponsor. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, any of the Reporting Persons is the beneficial owner of any securities reported herein. The Reporting Persons disclaim beneficial ownership of any securities of the Issuer except to the extent of such Reporting Person's pecuniary interest therein.

SEC remarks

Exhibit 99.1 (Joint filer information) is incorporated by reference herein.

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