SEC Form 4 · accession 0001213900-17-007798
NRC GROUP HOLDINGS CORP. · NRCG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Daniel J Hennessy
Director · 10% Owner
Hennessy Capital LLC
10% Owner
Hennessy Capital Partners III LLC
10% Owner
Period of report
Jul 19, 2017
Accepted (ET)
Jul 20, 2017 · 6:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001703038
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 19, 2017 | J | 52,500 | $0.00 | D | 5,291,250 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As contemplated in connection with the initial public offering of Hennessy Capital Acquisition Corp. III (the "Issuer"), 52,500 shares of common stock, par value $0.0001 per share, were returned to the Issuer for no consideration and cancelled because the underwriters' over-allotment option was not exercised in full.
- F2These shares represent common stock held by Hennessy Capital Partners III LLC ("HCP"), acquired pursuant to a subscription agreement dated as of March 31, 2017 by and among HCP and the Issuer. Daniel J. Hennessy, the Chairman and Chief Executive Officer of the Issuer, is the sole managing member of Hennessy Capital LLC, the sole managing member of HCP. Mr. Hennessy has sole voting and dispositive control over the shares held by HCP and may be deemed the beneficial owner of such shares.
- F3Mr. Hennessy disclaims beneficial ownership except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.