SEC Form 4 · accession 0001628280-26-065149
Accelevation Holdings Corp. · ACCV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Robert S Morris
Director · 10% Owner
Accelevation Investment Holdings LLC
10% Owner
Accelevation Pubco Holdings LP
10% Owner
OGP VIII, LLC
10% Owner
Period of report
Oct 1, 2026
Accepted (ET)
Oct 5, 2026 · 9:12 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002141406
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2,F3,F4 | Oct 1, 2026 | C | 11,988,001 | — | D | 104,977,528 | I | See footnotes |
| Class A Common StockF1,F2,F4,F5 | Oct 1, 2026 | C | 11,988,001 | — | A | 110,022,472 | I | See footnotes |
| Class A Common StockF6,F2,F4,F7 | Oct 1, 2026 | S | 20,000,000 | $18.00 | D | 90,022,472 | I | See footnotes |
| Class A Common StockF2,F4,F7 | Oct 1, 2026 | J | 2,808,499 | $0.00 | D | 87,213,973 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B UnitsF1,F2,F3,F4 | — | Oct 1, 2026 | C | 11,988,001 | D | — | — | Class A Common Stock | 11,988,001 | 104,977,528 | I |
Explanation of responses
- F1Series B Units of Accelevation Holdings LLC are exchangeable (together with an equal number of shares of Class B common stock) for shares of Class A common stock on a one-for-one basis. Series B Units do not expire.
- F2The securities reported as beneficially owned after the reported transactions are consistent with such amounts reflected in the Form 3, filed on September 30, 2026, which gave effect to the transactions in connection with the Issuer's initial public offering, as reported on this Statement.
- F3The reported securities are directly held by Accelevation Investment Holdings LLC ("Investment Holdings"), which is governed by a board of managers.
- F4Olympus Growth Fund VIII Parallel L.P. and Olympus Growth Fund VIII, LP (together, the "Olympus Funds") have the right to appoint or remove the members of the boards of managers of Accelevation Pubco Holdings LP ("Accelevation Pubco Holdings") and Investment Holdings, respectively. OGP VIII, LLC ("OGP VIII") is the sole general partner of each of the Olympus Funds. Robert S. Morris is the Managing Member of OGP VIII, and, in such capacity, has the right to appoint or remove the members of the boards of managers of each of Accelevation Pubco Holdings and Investment Holdings. By virtue of the relationships described herein, each of the reporting persons may be deemed to beneficially own the securities reported hereby. Each of the reporting persons disclaims beneficial ownership of the securities except to the extent of its or his pecuniary interest therein.
- F5Consists of 11,988,001 shares of Class A common stock directly held by Investment Holdings and 98,034,471 shares of Class A common stock directly held by Accelevation Pubco Holdings, which is governed by a board of managers.
- F6Represents 8,011,999 shares of Class A common stock sold by Accelevation Cash Pubco Holdings LP ("Cash Holdings") and 11,988,001 shares of Class A common stock sold by Investment Holdings in the Issuer's initial public offering. Shares of Class A common stock sold by Cash Holdings were distributed in a pro rata distribution for no consideration by Accelevation Pubco Holdings to its limited partners.
- F7The reported securities are directly held by Accelevation Pubco Holdings.
- F8Represents shares of Class A common stock distributed in a pro rata distribution for no consideration by Accelevation Pubco Holdings to its limited partners.