SEC Form 4/A · accession 0000921895-15-000522
STEEL PARTNERS HOLDINGS L.P. · SPLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owners
Warren G Lichtenstein
Officer — Executive Chairman · Director · 10% Owner
Steel Partners, Ltd.
Other
WGL Capital Corp.
10% Owner
SPH SPV-I LLC
Other
Period of report
Jan 7, 2015
Accepted (ET)
Mar 2, 2015 · 7:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001452857
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units, no par valueF1,F2,F3 | holding | — | — | — | 130,891 | I | By Steel Partners, Ltd. | |
| Common Units, no par valueF1,F4,F5 | holding | — | — | — | 1,208,352 | I | By SPH SPV-I LLC | |
| Common Units, no par valueF1,F6 | holding | — | — | — | 1,150,081 | D | ||
| Common Units, no par valueF1,F7 | holding | — | — | — | 500,000 | I | By GRAT |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by WGL Capital Corp. ("WGL"), Steel Partners, Ltd. ("SPL"), SPH SPV-I LLC ("SPH SPV") and Warren G. Lichtenstein (collectively, the "Reporting Persons"). Each of SPL, SPH SPV and Mr. Lichtenstein may be deemed to be 10% owners of the Issuer and WGL is a 10% owner of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the Common Units reported herein, except to the extent of his or its pecuniary interest therein.
- F2These Common Units are a correction of the amount reported on the Reporting Persons' original Form 4 to reflect a purchase of 12,500 Common Units.
- F3Warren G. Lichtenstein is the Chief Executive Officer and sole director of SPL and may be deemed to have shared investment and voting power with respect to the Common Units held by SPL. Mr. Lichtenstein disclaims beneficial ownership of the Common Units beneficially owned by SPL, except to the extent of his pecuniary interest therein.
- F4These Common Units are a correction of the amount reported on the Reporting Persons' original Form 4 to reflect distributions from SPH SPV to its members and the cancellation of 1,035 Common Units inadvertently issued to SPH SPV due to a miscalculation.
- F5Warren G. Lichtenstein is the managing member of SPH SPV. Mr. Lichtenstein disclaims beneficial ownership of the Common Units beneficially owned by SPH SPV, except to the extent of his pecuniary interest therein.
- F6Excludes 500,000 Common Units previously owned directly by Mr. Lichtenstein which were contributed to a grantor retained annuity trust.
- F7These Common Units were previously reported as directly beneficially owned by Mr. Lichtenstein but were contributed to a grantor retained annuity trust on December 24, 2014.