SEC Form 4 · accession 0001104659-16-162676
Summit Materials, Inc. · SUM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ted A Gardner
Director
Period of report
Dec 14, 2016
Accepted (ET)
Dec 16, 2016 · 7:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001621563
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Dec 14, 2016 | C | 22 | — | A | 22 | I | See Foonote |
| Class A Common StockF2 | Dec 15, 2016 | S | 22 | $23.40 | D | 0 | I | See Foonote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LP Units of Summit Materials Holdings L.P.F1,F2 | — | Dec 14, 2016 | C | 22 | D | — | — | Class A Common Stock | 22 | 0 | I |
| LP Units of Summit Materials Holdings L.P.F3,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 202,752 | 202,752 | I |
Explanation of responses
- F1Pursuant to the terms of an exchange agreement, dated as of March 11, 2015, the limited partnership units of Summit Materials Holdings L.P. ("LP Units") reported herein are exchangeable from and after the first anniversary of the closing of the issuer's initial public offering (subject to the terms of the exchange agreement and vesting requirements, including certain vesting events more fully described in the issuer's Registration Statement on Form S-1 (File No. 333-201058)) for shares of the issuer's Class A common stock on a one-for-one basis.
- F2Reflects securities held by certain investment funds affiliated with Silverhawk Summit, L.P. ("Silverhawk"). Mr. Gardner, a managing partner and co-founder of Silverhawk, may be deemed to have beneficial ownership of the securities of the issuer held by Silverhawk.
- F3Reflects securities held by a limited liability company controlled by Mr. Gardner.
Remarks
The Reporting Person disclaims beneficial ownership of the securities reported herein as indirectly beneficially owned, except to the extent of his pecuniary interest therein.