SEC Form 4: Cusumano Dino M bought $15,000,021 worth of shares (375,420 units at $39.96)
$VEC
| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
V2X, Inc. [ VVX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/12/2022 | ||||||||||||||||||||||||||
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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 | 09/12/2022 | P | 10,672 | A | $36.6117(1) | 10,672 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/12/2022 | P | 16,351 | A | $37.846(6) | 27,023 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/13/2022 | P | 16,586 | A | $37.97(7) | 43,609 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/13/2022 | P | 146,487 | A | $39.3661(8) | 190,096 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/13/2022 | P | 117,040 | A | $40.2766(9) | 307,136 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/13/2022 | P | 13,887 | A | $41.2284(10) | 321,023 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/14/2022 | P | 9,357 | A | $41.1798(11) | 330,380 | I | See footnote(2)(4)(5) | ||
| Common Stock | 09/14/2022 | P | 45,040 | A | $42.6789(12) | 375,420 | I | See footnote(2)(4)(5) | ||
| Common Stock | 18,500,001 | I | See footnote(3)(4)(5) | |||||||
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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 | ||||||||
| Explanation of Responses: |
| 1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $36.26 to $37.185, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (1) and (6) through (12). |
| 2. These shares are held directly by Lightship Capital LLC ("Lightship"). AIPCF VI LLC ("AIP GP") is the general partner of AIPCF VI Credit Opportunity Fund, LP, the sole and managing member of Lightship. |
| 3. These shares are held directly by Vertex Aerospace Holdco LLC ("Vertex Holdco"). AIP GP is the general partner of American Industrial Partners Capital Fund VI, L.P. ("AIP Fund VI"), the managing member of AIP Vertex GP LLC, which is the general partner of AIPCF VI Vertex Aerospace Funding LP ("Vertex Funding"). Vertex Holdco is a direct, wholly owned subsidiary of Vertex Funding. |
| 4. Any action by AIP GP with respect to these shares, including voting and dispositive decisions, requires a unanimous vote of the managing members of AIP GP. The Reporting Person is a senior managing member of AIP GP and serves as a member of the Board of Directors of the Issuer. Accordingly, the Reporting Person and the other managing members of AIP GP may be deemed to share voting and dispositive power with respect to the shares held by Vertex Holdco and Lightship. |
| 5. (Continued from Footnote 4) The Reporting Person disclaims beneficial ownership of the shares of common stock held by the Reporting Persons, except to the extent of any pecuniary interest therein. |
| 6. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.30 to $38.00, inclusive. |
| 7. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.73 to $38.00, inclusive. |
| 8. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $39.00 to $39.99, inclusive. |
| 9. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $40.00 to $40.99, inclusive. |
| 10. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $41.07 to $41.25, inclusive. |
| 11. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $40.80 to $41.50, inclusive. |
| 12. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $41.92 to $42.75, inclusive. |
| /s/ Kevin T. Boyle, Attorney-in-Fact | 09/14/2022 | |
| ** 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. | ||