SEC Form 4 · accession 0000899243-18-015179
Champion Homes, Inc. · SKY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Roger K Scholten
Officer — See Remarks
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 8:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000090896
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 1, 2018 | A | 202,523 | — | A | 202,523 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The common stock reported herein was received, at the direction and on behalf of Champion Enterprises Holdings, LLC ("Champion"), in connection with the distribution by the Skyline Champion Corporation (the "Issuer") of common stock in exchange for the contribution by Champion to the Issuer of its wholly-owned subsidiaries pursuant to a Share Contribution & Exchange Agreement, dated as of January 5, 2018, by and between the Issuer and Champion.
- F2The reporting person holds 101,261 shares of common stock that have the opportunity to first vest on the 180th day following a secondary offering of shares of common stock, subject to a return on investment of certain of the Issuer's Stockholders. Shares of common stock that do not vest as of the 180th day following the secondary offering described in the immediately preceding sentence shall vest upon the achievement of certain average share price targets of Issuer common stock that will be determined at the time of the secondary offering. The shares of common stock described in this paragraph will also have the opportunity to vest in connection with a change of control of the Issuer based on the achievement of certain performance thresholds. (Footnote continued in remarks).
Remarks
SVP, General Counsel and Secretary (Footnote 2 continued) Any shares of common stock that have not vested within two years following the secondary offering shall be forfeited and transferred back to the Issuer. All vesting described in this paragraph is subject to the reporting person's continuous employment with the Issuer through the relevant vesting dates.