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
- 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.
- (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.
- 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).
- 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.