0000899243-21-020788.txt : 20210526 0000899243-21-020788.hdr.sgml : 20210526 20210526203615 ACCESSION NUMBER: 0000899243-21-020788 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210524 FILED AS OF DATE: 20210526 DATE AS OF CHANGE: 20210526 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PLATINUM EQUITY LLC CENTRAL INDEX KEY: 0001228754 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37979 FILM NUMBER: 21968162 BUSINESS ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 3107121195 MAIL ADDRESS: STREET 1: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gores Tom CENTRAL INDEX KEY: 0001471783 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37979 FILM NUMBER: 21968160 MAIL ADDRESS: STREET 1: C/O PLATINUM EQUITY STREET 2: 360 NORTH CRESCENT DRIVE, SOUTH BUILDING CITY: BEVERLY HILLS STATE: CA ZIP: 90210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Platinum Equity Investment Holdings, LLC CENTRAL INDEX KEY: 0001634372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37979 FILM NUMBER: 21968161 BUSINESS ADDRESS: STREET 1: C/O PLATINUM EQUITY STREET 2: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 310 712 1195 MAIL ADDRESS: STREET 1: C/O PLATINUM EQUITY STREET 2: 360 NORTH CRESCENT DRIVE CITY: BEVERLY HILLS STATE: CA ZIP: 90210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VERRA MOBILITY Corp CENTRAL INDEX KEY: 0001682745 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 813563824 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1150 N. ALMA SCHOOL ROAD CITY: MESA STATE: AZ ZIP: 85201 BUSINESS PHONE: 480.443.7000 MAIL ADDRESS: STREET 1: 1150 N. ALMA SCHOOL ROAD CITY: MESA STATE: AZ ZIP: 85201 FORMER COMPANY: FORMER CONFORMED NAME: Gores Holdings II, Inc. DATE OF NAME CHANGE: 20160819 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-05-24 0 0001682745 VERRA MOBILITY Corp VRRM 0001228754 PLATINUM EQUITY LLC C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING BEVERLY HILLS CA 90210 1 0 1 0 0001634372 Platinum Equity Investment Holdings, LLC C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING BEVERLY HILLS CA 90210 1 0 1 0 0001471783 Gores Tom C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING BEVERLY HILLS CA 90210 1 0 1 0 Class A Common Stock, par value $0.0001 per share 2021-05-24 4 M 0 17392 0.00 A 24257136 I See footnotes Class A Common Stock, par value $0.0001 per share 3540344 D Restricted Stock Units 0.00 2021-05-24 4 M 0 17392 0.00 D Class A Common Stock, par value $0.0001 per share 17392 0 I See footnotes Restricted Stock Units 0.00 2021-05-25 4 A 0 8690 0.00 A Class A Common Stock, par value $0.0001 per share 8690 8690 I See footnotes Each restricted unit represents a contingent right to receive one share of Class A Common Stock of Verra Mobility Corporation (the "Issuer"). The restricted stock units reported on this row were granted to Jacob Kotzubei as compensation for his service on the Issuer's board of directors and are held by Mr. Kotzubei for the benefit of PE Greenlight Holdings, LLC ("PE Greenlight"). The restricted stock will vest in full on the earlier of (a) May 25, 2022, or (b) the date immediately prior to the next annual meeting of Issuer's stockholders occurring after the date of grant. Pursuant to a contractual agreement between Mr. Kotzubei and PE Greenlight, the shares of Class A Common Stock issued to Mr. Kotzubei upon settlement of such restricted stock units will be immediately transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder. Platinum Equity Capital Partners IV, L.P. ("PECP IV") holds a majority membership interest in PE Greenlight and may be deemed to beneficially own the Issuer securities beneficially owned by PE Greenlight. Platinum Equity Partners IV, L.P. ("PEP IV LP") is the general partner of PECP IV and may be deemed to beneficially own the Issuer securities beneficially owned by PECP IV. Platinum Equity Partners IV, LLC ("PEP IV LLC") is the general partner of PEP IV LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LP. Platinum Equity Investment Holdings IV, LLC ("PEIH IV") is the sole member of PEP IV LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LLC. (Continued from Footnote 4) Platinum Equity Investment Holdings IV Manager, LLC ("PEIH IV Manager") is the sole manager of PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV. Platinum Equity InvestCo, L.P. ("PEI LP") owns all of the economic interests in PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV. Platinum Equity Investment Holdings IC (Cayman), LLC ("PEIH IC LLC") is the general partner of PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP. Platinum Equity Investment Holdings, LLC ("PEIH LLC") is the sole member of PEIH IC LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IC LLC. Platinum InvestCo (Cayman), LLC ("PI LLC") holds a controlling interest in PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP. Platinum Equity, LLC ("Platinum Equity," and together with PE Greenlight, PECP IV, PEP IV LP, PEP IV LLC, PEIH IV, PEIH IV Manager, PEI LP, PEIH IC LLC, PEIH LLC and PI LLC, the "Platinum Entities") is the sole member of PEIH IV Manager and PEIH LLC and may be deemed to beneficially own the Issuer securities beneficially owned by each of PEIH IV Manager and PEIH LLC. Platinum Equity and Tom Gores, together, hold a controlling interest in PI LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PI LLC. Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Issuer securities beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all Issuer securities beneficially owned by each of the foregoing entities except to the extent of any pecuniary interest therein. 8,696 of such shares of Issuer Class A Common Stock are held by Mr. Kelln and 8,696 are held by Mr. Kotzubei, in each case for the benefit of PE Greenlight. As disclosed in footnote (8) below, immediately following the transactions reported herein, such shares of Class A Common Stock will be transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder. On May 26, 2020, Messrs. Kelln and Kotzubei were each granted restricted stock units, vesting in full on the earlier of (a) May 26, 2021, or (b) the date immediately prior to the next annual meeting of the Issuer's stockholders occurring after the date of grant (May 24, 2021). Pursuant to a contractual agreement between Messrs. Kelln and Kotzubei, on the one hand, and PE Greenlight, on the other hand the shares of Class A Common Stock issued to Messrs. Kelln and Kotzubei upon settlement of such restricted stock units will be immediately transferred to PE Greenlight in a transaction exempt from Section 16 pursuant to Rule 16a-13 thereunder. Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Issuer securities beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all Issuer securities beneficially owned by Platinum Equity except to the extent of any pecuniary interest therein. Such securities were granted to Bryan Kelln and Jacob Kotzubei as compensation for their service on the Issuer's board of directors and are held by Messrs. Kelln and Kotzubei for the benefit of PE Greenlight. 8,696 of such restricted stock units were granted to Mr. Kelln, and 8,696 of such restricted stock units were granted to Mr. Kotzubei. Except as noted in footnote (7), such shares are held directly by PE Greenlight. PE Greenlight, which is indirectly controlled by Tom Gores as described in footnotes 4-6, is party to an Investor Rights Agreement with the Issuer which gives PE Greenlight the right to nominate up to three directors to the Issuer's board of directors, subject to certain ownership thresholds. Bryan Kelln, Jacob Kotzubei and David Roberts serve on the Issuer's board of directors pursuant to this right. Mr. Kotzubei is a Partner of Platinum Equity. Accordingly, Mr. Kotzubei may be determined to represent the interests of the Platinum Entities and Mr. Gores on the Board of Directors of the Issuer, and accordingly, the Platinum Entities and Mr. Gores may be deemed to be directors for purposes of Section of the Securities Exchange Act of 1934, as amended. 1. Exhibit 99.1 - Signatures Form 2 of 2. See Exhibit 99.1 - Signatures 2021-05-26 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

Exhibit 99.1

PE GREENLIGHT HOLDINGS, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY CAPITAL PARTNERS IV, L.P.

By: Platinum Equity Partners IV, L.P.,

Its: General Partner

By: Platinum Equity Partners IV, LLC,

Its: General Partner

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY PARTNERS IV, L.P.

By: Platinum Equity Partners IV, LLC,

Its: General Partner

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY PARTNERS IV, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY INVESTMENT HOLDINGS IV, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY INVESTMENT HOLDINGS IV MANAGER, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY INVESTCO, L.P.

By: Platinum Equity Investment Holdings IC (Cayman), LLC

Its: General Partner

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY INVESTMENT HOLDINGS IC (CAYMAN), LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM INVESTCO (CAYMAN), LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY INVESTMENT HOLDINGS, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

PLATINUM EQUITY, LLC

By: /s/ Justin Maroldi
    -----------------------------------
Name: Justin Maroldi

Title: Assistant Secretary

TOM GORES

By: /s/ Mary Ann Sigler
    -----------------------------------
Name: Mary Ann Sigler

Title: Attorney-in-Fact