SEC Form 4 · accession 0001144204-17-026215
Centric Brands Inc. · CTRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tengram Capital Associates, LLC
10% Owner
Period of report
May 8, 2017
Accepted (ET)
May 10, 2017 · 9:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000844143
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.10 per share | May 8, 2017 | J | 90,585 | $0.00 | D | 1,408,837 | I | See footnote 1 |
| Common Stock, par value $0.10 per shareF3 | May 8, 2017 | J | 3,622 | $0.00 | D | 1,405,215 | I | See footnote 2 |
| Common Stock, par value $0.10 per shareF4 | holding | — | — | — | 112,559 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On May 8, 2017, TCP Co-Invest LLC disposed of 90,585 shares of common stock, par value of $0.10 (the "Common Stock"), of Differential Brands Group Inc. (the "Issuer"), which it held directly in the Issuer, in a pro rata in-kind distribution for no consideration to its members. TCP Co-Invest LLC disposed of 9,059 shares of Common Stock to William Sweedler and 9,058 shares of Common Stock to Matthew Eby, with the remaining 72,468 shares of Common Stock distributed to another member. As the manager of TCP Co-Invest LLC, the Reporting Person may be deemed to have beneficially owned the 90,585 shares of Common Stock held directly by TCP Co-Invest LLC prior to their distribution.
- F2On May 8, 2017, TCP Co-Invest LLC disposed of 3,622 shares of Common Stock of the Issuer, which it held directly in the Issuer, in a pro rata in-kind distribution for no consideration to its members. As the manager of TCP Co-Invest LLC, the Reporting Person may be deemed to have beneficially owned the 3,622 shares of Common Stock held directly by TCP Co-Invest LLC prior to their distribution.
- F3Consists of (i) 1,363,306 shares held directly by Tengram Fund I, of which the Reporting Person is the general partner and (ii) 41,909 shares held directly by RG II Blocker, LLC, of which the Reporting Person is the manager, and which were previously held directly by RG II Intermediary, LLC, of which the Reporting Person is also the manager. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein.
- F4Consists of 112,559 shares which the Reporting Person previously beneficially owned indirectly through TCP RG, LLC.