Large owner Genesis Park Ii Lp exercised 4,761,249 in-the-money shares at a strike of $11.50 and sold $26,890,059 worth of shares (2,338,266 units at $11.50) (SEC Form 4)
$RDW
Military/Government/Technical
Industrials
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Redwire Corp [ RDW ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/24/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $0.0001 per share | 02/24/2025 | X | 129,450 | A(1) | $11.5(1) | 3,774,016 | D(2) | |||
| Common Stock, par value $0.0001 per share | 02/25/2025 | X | 4,631,799 | A(3) | $11.5(3) | 8,405,815 | D(4) | |||
| Common Stock, par value $0.0001 per share | 02/25/2025 | S | 2,338,266 | D(5) | $11.5(5) | 6,067,549 | D(6) | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Warrants (Right to buy Common Stock) | $11.5 | 02/24/2025 | X(7) | 129,450 | (8) | (9) | Common Stock | 129,450 | $0 | 190,793 | D(10) | ||||
| Warrants (Right to buy Common Stock) | $11.5 | 02/25/2025 | X(11) | 4,631,799 | (12) | (13) | Common Stock | 4,631,799 | $0 | 190,793 | D(14) | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The Reporting Person exercised a warrant to purchase 129,450 shares of the Issuer's common stock at an exercise price of $11.50 per share. |
| 2. Genesis Park II LP is the record holder of the securities reported. Genesis Park II GP LLC is the general partner of Genesis Park II LP, and as such, has voting and investment discretion with respect to the securities held by Genesis Park II LP and may be deemed to have shared beneficial ownership of the securities held directly by Genesis Park II LP. |
| 3. The reporting person exercised a warrant to purchase 4,631,799 shares of Issuer's common stock for $11.50 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in withholding of 2,338,266 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 2,293,533 shares. |
| 4. Genesis Park II LP is the record holder of the securities reported. Genesis Park II GP LLC is the general partner of Genesis Park II LP, and as such, has voting and investment discretion with respect to the securities held by Genesis Park II LP and may be deemed to have shared beneficial ownership of the securities held directly by Genesis Park II LP. |
| 5. The reporting person exercised a warrant to purchase 4,631,799 shares of Issuer's common stock for $11.50 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in withholding of 2,338,266 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 2,293,533 shares. |
| 6. Genesis Park II LP is the record holder of the securities reported. Genesis Park II GP LLC is the general partner of Genesis Park II LP, and as such, has voting and investment discretion with respect to the securities held by Genesis Park II LP and may be deemed to have shared beneficial ownership of the securities held directly by Genesis Park II LP. |
| 7. The Reporting Person exercised a warrant to purchase 129,450 shares of the Issuer's common stock at an exercise price of $11.50 per share. |
| 8. The public warrants to purchase Common Stock of Redwire (the "Public Warrants"), are exercisable for a whole number of shares of Common Stock at any time (subject to certain exceptions provided by the governing warrant agreement). |
| 9. The Public Warrants will expire on September 2, 2026, at 5:00 p.m., New York city time, or earlier upon redemption or liquidation. |
| 10. Genesis Park II LP is the record holder of the securities reported. Genesis Park II GP LLC is the general partner of Genesis Park II LP, and as such, has voting and investment discretion with respect to the securities held by Genesis Park II LP and may be deemed to have shared beneficial ownership of the securities held directly by Genesis Park II LP. |
| 11. The reporting person exercised a warrant to purchase 4,631,799 shares of Issuer's common stock for $11.50 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in withholding of 2,338,266 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 2,293,533 shares. |
| 12. The private warrants to purchase Common Stock of Redwire (the "Private Warrants"), are exercisable for a whole number of shares of Common Stock at any time (subject to certain exceptions provided by the governing warrant agreement). |
| 13. The Private Warrants will expire on September 2, 2026, at 5:00 p.m., New York city time, or earlier upon redemption or liquidation. |
| 14. Genesis Park II LP is the record holder of the securities reported. Genesis Park II GP LLC is the general partner of Genesis Park II LP, and as such, has voting and investment discretion with respect to the securities held by Genesis Park II LP and may be deemed to have shared beneficial ownership of the securities held directly by Genesis Park II LP. |
| /s/ Paul Hobby, Authorized Signatory on behalf of Genesis Park II LP | 02/28/2025 | |
| /s/ Paul Hobby, Authorized Signatory on behalf of Genesis Park II GP LLC | 02/28/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||