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Filing Details

Accession Number:: 0000950170-23-023136
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-05-18 20:10:14
Reporting Period:: 2023-05-16

Accepted Time:: 2023-05-18 20:10:14
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1870600	Solo Brands Inc.	DTC	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1469000	Nb Alternatives Advisers Llc	325 N. Saint Paul Street, Suite 4900 Dallas TX 75201	No	No	No	No
1702885	Nb Crossroads Private Markets Fund V Holdings Lp	325 N. Saint Paul Street, Suite 4900 Dallas TX 75201	No	No	No	No
1824070	Nb Crossroads Xxii - Mc Holdings Lp	325 N. Saint Paul Street, Suite 4900 Dallas TX 75201	No	No	No	No
1824077	Nb Gemini Fund Lp	325 N. Saint Paul Street, Suite 4900 Dallas TX 75201	No	No	No	No
1891175	Nb Select Opps Ii Mhf Lp	325 N. Saint Paul Street, Suite 4900 Dallas TX 75201	No	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
Class A Common Stock	Disposition	2023-05-16	4,181,906	$5.00	2,700,975	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2023-05-16	2,073,689	$5.00	627,286	No	4	S	Indirect	See footnote

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

Footnotes

This Form 4 is filed jointly by NB Alternatives Advisers LLC ("NBAA"), NB Crossroads Private Markets Fund V Holdings LP ("NB Private Markets V"), NB Crossroads XXII - MC Holdings LP ("NB Crossroads XXII"), NB Gemini Fund LP ("NB Gemini"), and NB Select Opps II MHF LP ("NB Select Opps II") (collectively, the "Reporting Persons").
The Reporting Persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owners of any securities covered by this statement. The Reporting Persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
The Reporting Persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to Solo Brands, Inc. (the "Issuer") or securities of the Issuer.
On May 16, 2023, pursuant to an underwriting agreement (the "Underwriting Agreement"), which is attached as Exhibit 1.1 to the Issuer's Form 8-K filed with the Securities and Exchange Commission (the "SEC") on May 12, 2023, entered into by the Issuer in connection with a registered secondary offering and sale of shares of Class A common stock of the Issuer, $0.001 par value per share ("Shares") by NB Private Markets V, NB Crossroads XXII, NB Gemini, and NB Select Opps II (collectively, the "NB Parties") and certain other selling stockholders listed on Schedule B to the Underwriting Agreement, the underwriters purchased from the NB Parties at a purchase price of $5.25 per share, less theunderwriters' discount of $0.25 per share,
(Continued from footnote 4) (the "Offering Price"), (i) 209,087 Shares, that were held directly by NB Private Markets V, (ii) 543,653 Shares that were held directly by NB Crossroads XXII, (iii) 1,610,040 Shares that were held directly by NB Gemini, and (iv) 1,819,126 Shares that were held directly by NB Select Opps II.
Consists of (i) 135,043 Shares, held directly by NB Private Markets V, (ii) 351,130 Shares held directly by NB Crossroads XXII, (iii) 1,039,879 Shares held directly by NB Gemini, and (iv) 1,174,923 Shares held directly by NB Select Opps II.
NBAA exercises dispositive and voting power with respect to the Shares held by each of the other Reporting Persons and, as a result, may be deemed to beneficially own the Shares held directly by each of NB Private Markets V, NB Crossroads XXII, NB Gemini, and NB Select Opps II.
In addition, on May 16, 2023, pursuant to a privately negotiated Stock Purchase Agreement (the "Purchase Agreement"), which is attached as Exhibit 10.1 to the Issuer's Form 8-K filed with the SEC on May 12, 2023, by and between the Issuer, the NB Parties and certain other selling stockholders, the Issuer repurchased from the NB Parties at a purchase price of equal to the Offering Price, (i) 103,680 Shares that were held directly by NB Private Markets V, (ii) 269,582 Shares that were held directly by NB Crossroads XXII, (iii) 798,373 Shares that were held directly by NB Gemini, and (iv) 902,054 Shares that were held directly by NB Select Opps II.
Consists of (i) 31,363 Shares, held directly by NB Private Markets V, (ii) 81,548 Shares held directly by NB Crossroads XXII, (iii) 241,506 Shares held directly by NB Gemini, and (iv) 272,869 Shares held directly by NB Select Opps II. As a result of the transactions by the NB Parties pursuant to the Purchase Agreement and the Underwriting Agreement, the Reporting Persons will no longer be reporting persons.