Filing Details

Accession Number:
0000899243-20-029369
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-10-27 21:50:10
Reporting Period:
2020-10-26
Accepted Time:
2020-10-27 21:50:10
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1821160 Guild Holdings Co GHLD () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1641921 Mccarthy Capital Mortgage Investors, Llc 1601 Dodge Street, Suite 3800
Omaha NE 68102
No No Yes No
1829347 Mccarthy Partners Management, Llc 1601 Dodge Street, Suite 3800
Omaha NE 68012
No No Yes No
1829348 Mccarthy Partners, Llc 1601 Dodge Street, Suite 3800
Omaha NE 68102
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock, Par Value $0.01 Per Share Acquisiton 2020-10-26 4,900,272 $0.00 4,900,272 No 4 C Indirect See Footnote
Class A Common Stock, Par Value $0.01 Per Share Disposition 2020-10-26 4,900,272 $14.03 0 No 4 S Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See Footnote
No 4 S Indirect See Footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Class B Common Stock, par value $0.01 per share Disposition 2020-10-26 4,900,272 $0.00 4,900,272 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
40,333,019 No 4 C Indirect
Footnotes
  1. Shares of Class B Common Stock are convertible into shares of Class A Common Stock of Guild Holdings Company on a one-to-one basis at any time at the option of the holder. Guild Holdings Company's Amended and Restated Articles of Incorporation provides that, among other things, each share of Class B Common Stock will automatically convert into one share of Class A common stock (a) immediately prior to any sale or other transfer of such share by a holder of such share, subject to certain limited exceptions, such as transfers to permitted transferees, or (b) if McCarthy Capital Mortgage Investors ("MCMI"), any other investment funds affiliated with McCarthy Partners, LLC, and any company or other entity controlled by, controlling or under common control with MCMI or any such investment fund (other than any portfolio company) own shares of Class B Common Stock representing less than 10% of the aggregate number of shares of Guild Holdings Company's issued and outstanding common stock.
  2. (Continued from Footnote 1) On October 26, 2020, MCMI directed the sale of 4,900,272 shares of its Class B Common Stock, resulting in the automatic conversion of those shares into Class A Common Stock.
  3. Represents shares sold by MCMI upon the closing of the initial public offering of the Class A Common Stock of Guild Holdings Company at a net price per share of $14.025 (after underwriting discounts and commissions).
  4. Includes 40,333,019 shares of Class B Common Stock of Guild Holdings Company which are held of record by MCMI. McCarthy Partners Management, LLC is the manager of MCMI and as such has voting and investment power over the shares of Class B Common Stock held by MCMI. McCarthy Partners Management, LLC is managed under the exclusive direction of McCarthy Partners, LLC. As a result, McCarthy Partners, LLC may be deemed to beneficially own these shares owned directly by MCMI. Patrick J. Duffy is the President and Managing Partner of McCarthy Partners, LLC and McCarthy Capital Management, LLC.