SEC Form 4 · accession 0000905718-17-000857
XERIUM TECHNOLOGIES INC · XRM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Forbes Wilson
Director
Period of report
Sep 30, 2017
Accepted (ET)
Oct 2, 2017 · 6:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001287151
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F2 | Sep 30, 2017 | A | 3,728 | $0.00 | A | 57,340 | D | |
| Common Stock, par value $0.001 per shareF3,F4,F5,F6 | holding | — | — | — | 2,064,452 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This amount represents a grant of Director Deferred Stock Units ("Units"), which were awarded to James Forbes Wilson (the "Reporting Person") in consideration of his services as a director of Xerium Technologies, Inc. (the "Company") and were settled immediately in shares of common stock, par value $0.001 per share, of the Company ("Common Stock").
- F2This amount represents shares of Common Stock and shares of Common Stock underlying any Units held by the Reporting Person.
- F3The Reporting Person is a director of the Company and is one of three individual managing members of Carl Marks Management Company, LLC ("CMMC"), a Delaware limited liability company and registered investment adviser, which is the investment adviser to (i) Carl Marks Strategic Investments, L.P. ("CMSI"), a Delaware limited partnership and private investment partnership, and (ii) Carl Marks Strategic Opportunities Fund, L.P. ("CMSO"), a Delaware limited partnership and private investment partnership. The Reporting Person is also one of three individual managing members of (x) CMSI GP, LLC ("CMSI GP"), a Delaware limited liability company and the general partner of CMSI, and (y) Carl Marks GP, LLC ("CMSO GP"), a Delaware limited liability company and the general partner of CMSO.
- F4As of October 2, 2017, the Reporting Person was the owner of an aggregate of 57,340 Units and shares of Common Stock, and CMSI and CMSO were owners of an aggregate of 2,064,452 shares of Common Stock (626,544 of such shares are held by CMSI and 1,437,908 of such shares are held by CMSO).
- F5Shares of Common Stock of the Company held by CMSI and CMSO may be deemed to be beneficially owned (i) indirectly by CMMC, as the investment adviser to CMSI and CMSO, (ii) indirectly by CMSI GP, as the general partner of CMSI, and CMSO GP, as the general partner of CMSO, respectively, and (iii) indirectly, on a shared basis, by the Reporting Person and the two other individual managing members of CMMC, the investment adviser to CMSI and CMSO, who share the power to direct the vote or disposition of such securities. CMMC and the three individual managing members of CMMC have previously filed statements pursuant to Section 13 and 16 of the Securities Exchange Act of 1934, as amended, with respect to the securities of the Company which they may be deemed to beneficially own.
- F6The Reporting Person's beneficial ownership of the Company's securities is limited to (i) his direct ownership of an aggregate of 57,340 Units and shares of Common Stock and (ii) his indirect interest (if any) in the shares of Common Stock held by CMSI and CMSO, limited to his pecuniary interest in CMSI and CMSO (if any).