SEC Form 4 · accession 0000899243-18-015181
Champion Homes, Inc. · SKY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy A. Burkhardt
Officer — Vice President and Controller
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 8:45 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 StockF2,F1,F3 | Jun 1, 2018 | A | 50,803 | — | A | 51,003 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The reporting person holds 21,773 shares of common stock of Skyline Champion Corporation (the "Issuer") that, subject to the reporting person's continuous employment with the Issuer, vest at 50% per year on each of the first and second anniversaries of a secondary offering of the Issuer shares. The unvested shares of common stock described in the immediately preceding sentence will vest in full upon a change of control of the Issuer, subject to the reporting person's continuous employment with the Issuer through the change in control date.
- F2The 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 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.
- F3The reporting person holds 29,030 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
(Footnote 3 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.