SEC Form 4 · accession 0001144204-18-055406
Graf Industrial Corp. · GRAF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jeffrey A Altman
10% Owner
Owl Creek Asset Management, L.P.
10% Owner
James A Graf
10% Owner
OWL CREEK ADVISORS, LLC
10% Owner
Graf Acquisition LLC
10% Owner
OC Opportunities Fund II, L.P.
10% Owner
Period of report
Oct 25, 2018
Accepted (ET)
Oct 25, 2018 · 7:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001745317
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Oct 25, 2018 | J | 374,622 | $0.00 | D | 6,044,128 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On October 25, 2018, Graf Acquisition LLC forfeited at no cost 374,622 shares of common stock, par value $0.0001 per share, in connection with the determination by the underwriters of the Issuer's initial public offering not to exercise in full the over-allotment option granted to them.
- F2The securities are held directly by Graf Acquisition LLC. James A. Graf and OC Opportunities Fund II, L.P. share voting and dispositive power over the securities held by Graf Acquisition LLC. James Graf and OC Opportunities Fund II, L.P disclaim beneficial ownership over any securities owned by Graf Acquisition LLC other than to the extent of any pecuniary interest he or it may have therein, directly or indirectly.
- F3Owl Creek Advisors, LLC ("Owl Creek Advisors") serves as the general partner of, and has the power to direct the affairs of, OC Opportunities Fund II, L.P. Owl Creek Asset Management, L.P. (the "Investment Manager") serves as the investment manager to, and has the power to direct the investment activities of, OC Opportunities Fund II, L.P. Jeffrey A. Altman is the managing member of Owl Creek Advisors and the managing member of the general partner of the Investment Manager. Each of such reporting persons disclaims beneficial ownership of the securities of the Issuer held by Graf Acquisition LLC, except as to the extent of such reporting persons' pecuniary interest in such securities.
Remarks
See Exhibit 99.1 - Joint Filer Information, which is incorporated herein by reference and describes in further detail the relationships of James Graf, OC Opportunities Fund II, L.P., Owl Creek Asset Management, L.P., Owl Creek Advisors, LLC and Jeffrey A. Altman to the Issuer.