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Filing Details

Accession Number:: 0001123292-21-000498
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-16 17:15:39
Reporting Period:: 2021-03-16

Accepted Time:: 2021-03-16 17:15:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1834622	Hayward Holdings Inc.	HAYW	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1514334	Msd Partners, L.p.	645 Fifth Avenue, 21St Floor New York NY 10022		Yes	No	Yes	No
1851085	Msd Aqua Partners, Llc	645 Fifth Avenue, 21St Floor New York NY 10022		Yes	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	2021-03-16	7,190,598	$16.07	72,658,129	No	4	S	Indirect	See Footnotes

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

Footnotes

Represents price net of underwriting discounts.
This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners") and MSD Aqua Partners, LLC ("MSD Aqua Partners"). MSD Aqua Partners is the record and direct beneficial owner of the shares of the issuer's common stock reported herein. MSD Partners is the manager of MSD Aqua Partners and may be deemed to beneficially own securities owned by MSD Aqua Partners. MSD Partners (GP), LLC ("MSD GP", and together with MSD Partners and MSD Aqua Partners, the "MSD Parties") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of John Phelan, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Phelan, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein
In connection with the consummation of the initial public offering of the issuer's common stock, MSD Aqua Partners will enter into an Amended and Restated Stockholders' Agreement ("Stockholders' Agreement") with the issuer and certain affiliates of CCMP Capital Advisors, LP ("CCMP") and Alberta Investment Management Corporation ("AIMCo") pursuant to which MSD Aqua Partners and CCMP have agreed to coordinate with respect to the with respect to the timing and manner of disposition of shares of the issuer's common stock held by them, and AIMCo has also agreed to certain restrictions on the transfer of its shares of common stock. [cont.]
By virtue of the Stockholders' Agreement, the MSD Parties, CCMP and AIMCo may be deemed to be members of a group for the purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"). In addition, each reporting person and each of Messrs. Phelan, Lisker and Rogers may be deemed to be a member of a group for the purposes of Section 13(d) of the Act. Each reporting person and each of Messrs. Phelan, Lisker and Rogers disclaims any pecuniary interest in any shares of the issuer's common stock held by the group with CCMP and AIMCo except as reported in this Form 4.