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Filing Details

Accession Number:: 0001209191-13-052950
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-11-19 06:03:34
Reporting Period:: 2013-11-15

Filing Date:: 2013-11-19
Accepted Time:: 2013-11-19 06:03:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1411207	Allison Transmission Holdings Inc	ALSN	Motor Vehicle Parts & Accessories (3714)	000000000

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1297369	Onex Us Principals Lp	421 Leader Street Marion OH 43302	No	No	Yes	No
1367466	P L Ii Partners Onex	712 Fifth Avenue 40Th Floor New York NY 10019	No	No	Yes	No
1517797	Onex Partners Ii Gp Lp	712 Fifth Avenue 40Th Floor New York NY 10019	No	No	Yes	No
1517831	1597257 Ontario Inc.	C/O Onex Corporation 161 Bay Street Toronto A6 M5J 2S1	No	No	Yes	No
1544360	Onex Partners Gp Inc.	712 Fifth Avenue 40Th Floor New York NY 10019	No	No	Yes	No
1544368	Onex Allison Co-Invest Lp	712 Fifth Avenue 40Th Floor New York NY 10019	No	No	Yes	No
1578446	Ltd. Investments Pco New	C/O Onex Corporation 161 Bay Street Toronto A6 M5J 2S1	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2013-11-15	7,500,000	$23.10	55,946,249	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes

Footnotes

Following the reported transaction, includes: (i) 25,292,796 shares of common stock held by Onex Partners II LP; (ii) 17,004,172 shares of common stock held by Onex Allison Holding Limited S.a R.L.; (iii) 11,922,970 shares of common stock held by Onex Allison Co-Invest LP; (iv) 476,490 shares of common stock held by Onex US Principals LP; and (v) 237,725 shares of common stock held by Onex Partners II GP LP.
Onex Corporation may be deemed to beneficially own the common stock held by (a) Onex Partners II LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP, the general partner of Onex Partners II LP; (b) Onex Allison Holding Limited S.a R.L., through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of each of Allison Executive Investco LLC, which owns all of the equity of Allison Executive Investco II LLC, and Onex American Holdings Subco LLC, which owns all of the equity interests of OAH Wind LLC, which OAH Wind LLC and Allison Executive Investco II LLC own all of the equity interests of Onex Allison Holding Limited S.a R.L.; (continued)
(c) Onex Allison Co-Invest LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP, the general partner of Onex Allison Co-Invest LP; (d) Onex US Principals LP, through Onex Corporation's ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of Onex American Holdings GP LLC, the general partner of Onex US Principals LP; and (e) Onex Partners II GP LP, through Onex Corporation's ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners II GP LP.
New PCo Investments Ltd. is the record holder of 1,010,911 shares of common stock and 1,185 shares of non-voting common stock. 1597257 Ontario Inc., the sole shareholder of New PCo Investments Ltd., is an independent entity that is controlled by Mr. Gerald W. Schwartz. Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the common stock owned beneficially by Onex Corporation. Mr. Schwartz disclaims any such beneficial ownership. Mr. Schwartz has indirect voting and investment control of Onex Corporation.