Statement of Changes in Beneficial Ownership (4)
September 22 2020 - 6:31PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
AEG Holdings, LLC |
2. Issuer Name and Ticker or Trading Symbol
PAE Inc
[
PAE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
9800 WILSHIRE BLVD. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/18/2020 |
(Street)
BEVERLY HILLS, CA 90212
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Warrants to Purchase Shares of Class A Common Stock | $11.50 | 9/18/2020 | | S (1) | | | 5020639 | 3/11/2020 | 3/11/2025 | Class A Common Stock, par value $0.0001 per share | 5020639 | $2.50 | 0 | D | |
Warrants to Purchase Shares of Class A Common Stock | $11.50 | 9/18/2020 | | S (1) | | 1244976 | | 3/11/2020 | 3/11/2025 | Class A Common Stock, par value $0.0001 per share | 1244976 | $2.50 | 1244976 | I | See Footnote (1)(2) |
Warrants to Purchase Shares of Class A Common Stock | $11.50 | 9/18/2020 | | S (1) | | 1285711 | | 3/11/2020 | 3/11/2025 | Class A Common Stock, par value $0.0001 per share | 1285711 | $2.50 | 1285711 | I | See Footnote (1)(3) |
Warrants to Purchase Shares of Class A Common Stock | $11.50 | 9/21/2020 | | J (4) | | | 1285711 | 3/11/2020 | 3/11/2025 | Class A Common Stock, par value $0.0001 per share | 1285711 | (4) | 0 | D | |
Explanation of Responses: |
(1) | On September 18, 2020, AEG Holdings, LLC ("AEG") sold an aggregate of 5,020,639 warrants ("Warrants") to purchase 5,020,639 shares of Class A common stock of PAE Incorporated (the "Issuer") to Pacific Credit Corp. ("PCC") and several trusts. Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG. |
(2) | Of the 5,020,639 Warrants sold by AEG described in footnote 1 above, 1,244,976 of the Warrants were acquired by a trust for the benefit of a member of Mr. Gores' household in a change in form of beneficial ownership pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended ("Rule 16a-13"), and Mr. Gores may continue to be deemed to have beneficial ownership of the securities beneficially owned by such trust. |
(3) | Of the 5,020,639 Warrants sold by AEG described in footnote 1 above, 1,285,711 of the Warrants were acquired by PCC. Mr. Gores has dispositive and voting power with respect to securities owned by PCC. As such, the transaction resulted in a change in form of beneficial ownership pursuant to Rule 16a-13, and Mr. Gores may continue to be deemed to have beneficial ownership of the securities beneficially owned by PCC. |
(4) | On September 21, 2020, PCC transferred the 1,285,711 Warrants referred to in footnote 3 above in a distribution-in-kind. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
AEG Holdings, LLC 9800 WILSHIRE BLVD. BEVERLY HILLS, CA 90212 |
| X |
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Gores Alec E 9800 WILSHIRE BLVD. BEVERLY HILLS, CA 90212 |
| X |
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Signatures
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AEG Holdings, LLC, By: Andrew McBride, Attorney-in-Fact | | 9/22/2020 |
**Signature of Reporting Person | Date |
Alec Gores, By: Andrew McBride, Attorney-in-Fact | | 9/22/2020 |
**Signature of Reporting Person | Date |
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