SEC Form 4 · accession 0000950103-17-004748
Camping World Holdings, Inc. · CWH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jeffrey Marcus
Director
Crestview Partners II GP, L.P.
Director · 10% Owner
Crestview Advisors, L.L.C.
Director · 10% Owner
Brian P Cassidy
Director
CVRV Acquisition LLC
Director · 10% Owner
CVRV Acquisition II LLC
Director · 10% Owner
Daniel G. Kilpatrick
Director
Period of report
May 16, 2017
Accepted (ET)
May 19, 2017 · 6:02 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001669779
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F4,F5,F6,F7 | May 16, 2017 | A | 10,425 | $0.00 | A | 7,086,051 | I | See Footnotes |
| Class B Common StockF3,F4,F5,F6,F7 | holding | — | — | — | 25,946,635 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents an award of restricted stock units ("RSUs") relating to 3,475 shares of Class A Common Stock of the Issuer ("Class A Shares") granted to each of Daniel G. Kilpatrick, Jeffrey A. Marcus and Brian P. Cassidy (each, a "Crestview Director"), under the Issuer's 2016 Incentive Award Plan (the "Plan"). The RSUs are scheduled to vest with respect to one-third of the total number of Class A Shares on May 16 of each of 2018, 2019 and 2020, subject to the terms of the Plan and the applicable award agreement issued thereunder. The Crestview Directors have assigned to Crestview Advisors L.L.C. all rights, title and interest in the Class A Shares underlying the RSUs reported herein.
- F2Includes (i) 7,063,716 Class A Shares directly beneficially owned by CVRV Acquisition II LLC and (ii) 11,910 Class A Shares underlying awards of RSUs, in the aggregate, previously granted to Crestview Directors under the Plan. Each Crestview Director has assigned to Crestview Advisors, L.L.C. all rights, title and interest in the Class A Shares underlying the RSUs granted to such Crestview Director.
- F3Represents shares of Class B Common Stock of the Issuer ("Class B Shares") directly beneficially owned by CVRV Acquisition LLC.
- F4Crestview Partners II GP, L.P. is the general partner of each of (i) Crestview Partners II, L.P. and Crestview Partners II (FF), L.P., each of which are members of CVRV Acquisition LLC and (ii) Crestview Partners II (TE), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P., each of which is a member of CVRV Acquisition II LLC. Crestview Advisors, L.L.C. provides investment advisory and management services to certain of the foregoing entities.
- F5Each of Crestview Partners II GP, L.P., Crestview Partners II, L.P. and Crestview Partners II (FF), L.P. may be deemed to have beneficial ownership of the Class B Shares and Common LLC Units directly owned by CVRV Acquisition LLC. Each of Crestview Partners II GP, L.P., Crestview Partners II (TE), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P. may be deemed to have beneficial ownership of the Class A Shares directly owned by CVRV Acquisition II LLC.
- F6Jeffrey Marcus, Brian Cassidy and Daniel G. Kilpatrick are each members of the Issuer's board of directors. Messrs. Marcus and Cassidy are partners of Crestview, L.L.C. (which is the general partner of Crestview Partners II GP, L.P.) and partners of Crestview Advisors, L.L.C. Mr. Kilpatrick is an employee of Crestview Advisors, L.L.C.
- F7Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.