Filing Details
- Accession Number:
- 0000950170-24-066799
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-05-30 17:39:26
- Reporting Period:
- 2024-05-28
- Accepted Time:
- 2024-05-30 17:39:26
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1823239 | Maravai Lifesciences Holdings Inc. | MRVI | () | DE |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1591432 | Gtcr Co-Invest Xi Lp | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1591435 | Gtcr Fund Xi/B Lp | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1591436 | Gtcr Fund Xi/C Lp | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1827959 | Gtcr Partners Xi/B Lp | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1827977 | Gtcr Investment Xi Llc | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1828028 | Gtcr Partners Xi/A&C Lp | C/O Gtcr, Llc 300 N. Lasalle Suite 5600 Chicago IL 60654 | No | No | No | No | |
1832794 | Maravai Life Sciences Holdings 2, Llc | C/O Maravai Lifesciences Holdings, Inc. 10770 Wateridge Circle Suite 200 San Diego CA 92121 | No | No | No | No | |
1833157 | Maravai Life Sciences Holdings, Llc | C/O Maravai Lifesciences Holdings, Inc. 10770 Wateridge Circle Suite 200 San Diego CA 92121 | No | No | No | 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 B Common Stock | Disposition | 2024-05-28 | 8,409,946 | $0.00 | 110,684,080 | No | 4 | D | Indirect | See footnotes |
Class A Common Stock | Acquisiton | 2024-05-28 | 8,409,946 | $0.00 | 30,090,979 | No | 4 | C | Indirect | See footnotes |
Class A Common Stock | Disposition | 2024-05-28 | 9,940,974 | $9.82 | 20,150,005 | No | 4 | S | Indirect | See footnotes |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | D | Indirect | See footnotes |
No | 4 | C | Indirect | See footnotes |
No | 4 | S | Indirect | See footnotes |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Common Units | Disposition | 2024-05-28 | 8,409,946 | $0.00 | 8,409,946 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
110,684,080 | No | 4 | C | Indirect |
Footnotes
- Pursuant to the Exchange Agreement, dated as of November 19, 2020, by and among Maravai LifeSciences Holdings, Inc. (the "Issuer"), Maravai Topco Holdings, LLC ("Topco LLC") and Maravai Life Sciences Holdings, LLC ("MLSH 1") (the "Exchange Agreement"), the units in Topco LLC (the "Common Units") (together with an equal number of shares of Class B common stock, par value $0.01 per share, of the Issuer (the "Class B common stock")) are exchangeable for shares of Class A common stock, par value $0.01 per share, of the Issuer (the "Class A common stock") on a one-for-one basis. The Common Units do not expire.
- Represents 110,684,080 shares of Class B common stock held directly by MLSH 1.
- Shares of Class B common stock confer no economic rights on the holders thereof. Except as provided in the Issuer's Amended and Restated Certificate of Incorporation or as otherwise required by applicable law, holders of Class B common stock will be entitled to one vote per share on all matters to be voted on by holders of the Issuer's Class A common stock. Upon exchange of Common Units that are held by MLSH 1 and reported in Table II hereof, an equal number of shares of Class B common stock will be delivered to the Issuer and cancelled for no consideration.
- Represents Class B common stock and Common Units held directly by MLSH 1 after giving effect to the exchange of 8,409,946 Common Units (and cancellation of an equal number of shares of Class B common stock) for 8,409,946 shares of Class A common stock.
- Represents (i) 8,409,946 shares of Class A common stock sold by MLSH 1 and (ii) 1,531,028 shares of Class A common stock sold by Maravai Life Sciences Holdings 2, LLC ("MLSH 2").
- Represents 20,150,005 shares of Class A common stock held directly by MLSH 2.
- MLSH 1 and MLSH 2 are each managed by a board of managers. GTCR Fund XI/C LP ("GTCR Fund XI/C") controls the board of managers of MLSH 2. GTCR Fund XI/B LP ("GTCR Fund XI/B") and GTCR Co-Invest XI LP ("GTCR Co-Invest XI") control the board of managers of MLSH 1. GTCR Partners XI/A&C LP ("GTCR Partners XI/A&C") is the general partner of GTCR Fund XI/C. GTCR Partners XI/B LP ("GTCR Partners XI/B") is the general partner of GTCR Fund XI/B. GTCR Investment XI LLC ("GTCR Investment XI") is the general partner of each of GTCR Co-Invest XI, GTCR Partners XI/A&C and GTCR Partners XI/B. GTCR Investment XI is managed by a board of managers (the "GTCR Board of Managers") consisting of Mark M. Anderson, Aaron D. Cohen, Sean L. Cunningham, David A. Donnini, Constantine S. Mihas and Collin E. Roche, and no single person has voting or dispositive authority over the Class A common stock or Class B common stock held of record by MLSH 1 and MLSH 2.
- Each of GTCR Partners XI/A&C, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the shares of Class A common stock held of record by MLSH 2. Each of GTCR Partners XI/B, GTCR Investment XI and the GTCR Board of Managers may be deemed to share beneficial ownership of the shares of Class B common stock held of record by MLSH 1 and each of the individual members of the GTCR Board of Managers disclaims beneficial ownership of the shares held of record by MLSH 1 and MLSH 2 except to the extent of his pecuniary interest therein.