SEC Form 4 · accession 0001209191-17-020626
Air Transport Services Group, Inc. · ATSG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 10, 2017 | S | 343,624 | $17.17 | D | 6,983,247 | I | See footnote 1 and Remarks below |
| Common StockF3,F2 | Mar 13, 2017 | S | 211,557 | $16.55 | D | 6,771,690 | I | See footnote 3 and Remarks below |
| Common StockF4,F2 | Mar 14, 2017 | S | 68,252 | $16.00 | D | 6,703,438 | I | See footnote 4 and Remarks below |
Table II — derivative securities
Explanation of responses
- F1These shares of Common Stock were sold by Red Mountain Partners, L.P. ("RMP") on the open market. The price reported in Column 4 is a weighted average per share sale price. These shares were sold in multiple transactions at prices ranging from $17.00 to $17.62, inclusive. Each of RMP, RMCP GP LLC ("RMCP GP"), Red Mountain Capital Partners LLC ("RMCP LLC"), Red Mountain Capital Management, Inc. ("RMCM"), and Willem Mesdag undertakes to provide to Air Transport Services Group, Inc. (the "Company"), any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were sold.
- F2These shares are held by RMP.
- F3These shares of Common Stock were sold by RMP on the open market. The price reported in Column 4 is a weighted average per share sale price. These shares were sold in multiple transactions at prices ranging from $16.45 to $16.98, inclusive. Each of RMP, RMCP GP, RMCP LLC, RMCM, and Mr. Mesdag undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were sold.
- F4These shares of Common Stock were sold by RMP on the open market. The price reported in Column 4 is a weighted average per share sale price. These shares were sold in multiple transactions at prices ranging from $15.85 to $16.15, inclusive. Each of RMP, RMCP GP, RMCP LLC, RMCM, and Mr. Mesdag undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were sold.
Remarks
This Form 4 is jointly filed by (i) RMP, (ii) RMCP GP, (iii) RMCP LLC, (iv) RMCM, and (v) Mr. Mesdag. RMCP GP is the general partner of RMP. RMCP LLC is the managing member of RMCP GP. RMCM is the managing member of RMCP LLC. Mr. Mesdag is the president, sole executive officer, sole director and sole shareholder of RMCM. Each of Mr. Mesdag, RMCM, RMCP LLC, and RMCP GP, by virtue of their direct or indirect control of RMP, may be deemed to beneficially own some or all of the securities reported as being held by RMP. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.