SEC Form 4 · accession 0000950103-18-003630
WideOpenWest, Inc. · WOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jeffrey Marcus
Director
Crestview Advisors, L.L.C.
Director · 10% Owner
Brian P Cassidy
Director
Daniel G. Kilpatrick
Director
Crestview Partners III GP, L.P.
Director · 10% Owner
Crestview W1 Holdings, L.P.
Director · 10% Owner
Crestview W1 TE Holdings, LLC
Director · 10% Owner
Crestview W1 Co-Investors, LLC
Director · 10% Owner
Period of report
Mar 20, 2018
Accepted (ET)
Mar 21, 2018 · 6:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001701051
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Mar 20, 2018 | P | 1,306,767 | $7.15 | A | 26,144,576 | I | See Footnotes |
| Common StockF5,F1,F2,F3,F4 | Mar 21, 2018 | P | 150,000 | $7.58 | A | 26,294,576 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes (i) 20,865,918 shares of Common Stock beneficially owned by Crestview W1 Holdings, L.P., (ii) 1,029,448 shares of Common Stock beneficially owned by Crestview W1 TE Holdings, LLC, (iii) 4,379,080 shares of Common Stock beneficially owned by Crestview W1 Co-Investors, LLC and (iv) 20,130 restricted shares of Common Stock granted to Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick under the Issuers 2017 Omnibus Incentive Plan (the "Plan") that are scheduled to vest on the date of the Issuer's regularly scheduled 2018 annual stockholder's meeting, subject to the terms of the Plan and the applicable award agreement issued thereunder (each of Messrs. Marcus, Cassidy and Kilpatrick have assigned all rights, title and interest in the restricted shares of Common Stock to Crestview Advisors, L.L.C).
- F2Crestview Partners III GP, L.P. and certain of its affiliates may be deemed to have beneficial ownership of the shares of Common Stock held by Crestview W1 Holdings, L.P., Crestview W1 TE Holdings, LLC and Crestview W1 Co-Investors, LLC (collectively, the "Crestview Funds"). Crestview Partners III GP, L.P. exercises voting and dispositive power over the shares of Common Stock held by the Crestview Funds, which decisions are made by the investment committee of Crestview Partners III GP, L.P.
- F3Jeffrey A. Marcus, Brian P. Cassidy and Daniel G. Kilpatrick are each members of the Issuer's board of directors. Each of Messrs. Marcus, Cassidy and Kilpatrick are Partners of Crestview, L.L.C. (which is the general partner of Crestview Partners III GP, L.P.) and Crestview Advisors, L.L.C., which provides investment advisory and management services to certain of the foregoing entities.
- F4Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
- F5This price is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $7.31 to $7.79, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the range set forth in this footnote 5 to this Form 4.