Key facts
- This page summarizes Jason R. Whitaker's Form 4 filing for Shoals Technologies Group, Inc. (SHLS).
- 3 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 13 Mar 2023, 17:07.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Conversion of derivative security
Conversion of derivative security
No transaction description listed
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Conversion of derivative security
Additional SEC filing notes
Footnote F1
Pursuant to the Third Amended and Restated Limited Liability Company Agreement (as amended) of Shoals Parent LLC ("Parent"), common units of Parent are redeemable (together with an equal number of shares of the Issuer's Class B common stock which are forfeited for no consideration) for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A common stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A common stock for each common unit so redeemed.
Footnote F2
The reported common units (and shares of Class B common stock) were converted into an equal number of shares of Class A common stock by Shoals Management Holdings LLC ("Holdings") (the "Conversion"), and immediately distributed pro rata to its members for no consideration (the "Distribution"). Holdings is controlled by its sole manager, Parent. Mr. Whitaker is the Chief Executive Officer of Parent and serves on the board of directors of Parent. As such, Mr. Whitaker may be deemed to have beneficial ownership of equity securities held directly by Holdings.
Footnote F3
The reported securities, which represent the Reporting Person's pro rata portion of, and pecuniary interest in, the shares of Class A common stock received by Holdings in the Conversion, were received in the Distribution by JRW Strategic Holdings, LLC, for which the Reporting Person is the sole manager.
Footnote F4
The filing of this Form 4 shall not be construed as an admission that the Reporting Person is the beneficial owner of any or all of the reported securities for purposes of Section 16 or for any other purpose.