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Filing Details

Accession Number:: 0000950103-17-010335
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-10-27 16:24:46
Reporting Period:: 2017-10-17

Accepted Time:: 2017-10-27 16:24:46
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1687221	Rev Group Inc.	REVG	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1297866	A Kim Marvin	C/O Aip, 330 Madison Avenue, 28Th Floor New York NY 10017		Yes	No	No	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	2017-10-17	40,263	$26.09	150,671	No	4	S	Direct
Common Stock	Disposition	2017-10-17	9,402,307	$26.09	35,184,656	No	4	S	Indirect	See footnote
Common Stock	Disposition	2017-10-27	6,040	$26.09	144,631	No	4	S	Direct
Common Stock	Disposition	2017-10-27	1,410,346	$26.09	33,774,310	No	4	S	Indirect	See footnote

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

Footnotes

Represents a total of 46,303 shares that were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-1 (File No. 333-220874). 40,263 shares were disposed of on October 17, 2017 at closing of the offering, and the remaining 6,040 shares were disposed of on October 27, 2017 pursuant to the exercise in full by the underwriters of their option to purchase additional shares as described in such registration statement.
Represents a total of 10,812,653 shares that were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-1 (File No. 333-220874). 9,402,307 shares were disposed of on October 17, 2017 at closing of the offering, and the remaining 1,410,346 shares were disposed of on October 27, 2017 pursuant to the exercise in full by the underwriters of their option to purchase additional shares as described in such registration statement. The Reporting Person disclaims beneficial ownership of the shares of common stock held by the AIP Funds except to the extent of any pecuniary interest therein.
The 33,774,310 shares represent (i) 31,452,804 shares of common stock held by American Industrial Partners Capital Fund IV, LP. ("Fund IV"), (ii) 155,889 shares of common stock held by American Industrial Partners Capital Fund IV (Parallel), LP ("Parallel Fund") and (iii) 2,165,617 shares of common stock held by AIP/CHC Holdings, LLC ("AIP Holdings" and, together with Fund IV and Parallel Fund, the "AIP Funds"). AIP CF IV, LLC ("AIP GP") is the general partner of Fund IV and the Parallel Fund. The Reporting Person is one of the senior managing members of AIP GP. He is also one of the managing members of AIP/CHC Investors, LLC, which is the managing member of AIP Holdings. As a result of the above, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by the AIP Funds. The AIP Funds may be deemed to be a "group" within the meaning of Rule 13d-5 of the Securities Exchange Act of 1934, as amended.