SEC Form 4 · accession 0000950103-18-006298
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
Period of report
May 16, 2018
Accepted (ET)
May 18, 2018 · 4:36 pm 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, 2018 | A | 9,452 | $0.00 | A | 4,272,804 | I | See Footnotes |
| Class B Common StockF3,F4,F5,F6,F7 | holding | — | — | — | 15,581,230 | 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 4,726 shares of Class A Common Stock of the Issuer ("Class A Shares") granted to each of Jeffrey A. Marcus and Brian P. Cassidy, 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 2019, 2020 and 2021, subject to the terms of the Plan and the applicable award agreement issued thereunder. Jeffrey A. Marcus and Brian P. Cassidy have assigned to Crestview Advisors, L.L.C. all rights, title and interest in the Class A Shares underlying the RSUs reported herein.
- F2Reflects (i) Class A Shares directly owned by CVRV Acquisition II LLC and (ii) 30,968 Class A Shares (a) underlying awards of restricted stock units ("RSUs") reported herein or previously granted to Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick (each, a "Crestview Director"), in the aggregate, under the Plan (each Crestview Director has assigned all rights, title and interest in the Class A Shares underlying such RSUs to Crestview Advisors, L.L.C.) or (b) held by Crestview Advisors, L.L.C that were delivered upon the vesting of RSUs previously granted under the Plan to certain of the Crestview Directors.
- 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 A. Marcus and Brian P. Cassidy are each members of the Issuer's board of directors. Mr. Cassidy is a partner of Crestview, L.L.C. (which is the general partner of Crestview Partners II GP, L.P.) and of Crestview Advisors, L.L.C. Mr. Marcus is Vice Chairman of Crestview, L.L.C. and Crestview Advisors, L.L.C.
- F7Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.