0000950103-17-010335.txt : 20171027 0000950103-17-010335.hdr.sgml : 20171027 20171027162446 ACCESSION NUMBER: 0000950103-17-010335 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171017 FILED AS OF DATE: 20171027 DATE AS OF CHANGE: 20171027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marvin Kim A CENTRAL INDEX KEY: 0001297866 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37999 FILM NUMBER: 171159674 MAIL ADDRESS: STREET 1: C/O REV GROUP, INC. STREET 2: 111 EAST KILBOURN AVENUE, SUITE 2600 CITY: MILWAUKEE STATE: WI ZIP: 53202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REV Group, Inc. CENTRAL INDEX KEY: 0001687221 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 263013415 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 111 EAST KILBOURN AVENUE STREET 2: SUITE 2600 CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-290-0190 MAIL ADDRESS: STREET 1: 111 EAST KILBOURN AVENUE STREET 2: SUITE 2600 CITY: MILWAUKEE STATE: WI ZIP: 53202 4 1 dp82003_4-marvin.xml FORM 4 X0306 4 2017-10-17 0 0001687221 REV Group, Inc. REVG 0001297866 Marvin Kim A C/O AIP, 330 MADISON AVENUE, 28TH FLOOR NEW YORK NY 10017 1 0 0 0 Common Stock 2017-10-17 4 S 0 40263 26.0919 D 150671 D Common Stock 2017-10-17 4 S 0 9402307 26.0919 D 35184656 I See footnote Common Stock 2017-10-27 4 S 0 6040 26.0919 D 144631 D Common Stock 2017-10-27 4 S 0 1410346 26.0919 D 33774310 I See footnote Represents a total of 46,303 shares that were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-1 (File No. 333-220874). 40,263 shares were disposed of on October 17, 2017 at closing of the offering, and the remaining 6,040 shares were disposed of on October 27, 2017 pursuant to the exercise in full by the underwriters of their option to purchase additional shares as described in such registration statement. Represents a total of 10,812,653 shares that were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-1 (File No. 333-220874). 9,402,307 shares were disposed of on October 17, 2017 at closing of the offering, and the remaining 1,410,346 shares were disposed of on October 27, 2017 pursuant to the exercise in full by the underwriters of their option to purchase additional shares as described in such registration statement. The Reporting Person disclaims beneficial ownership of the shares of common stock held by the AIP Funds except to the extent of any pecuniary interest therein. The 33,774,310 shares represent (i) 31,452,804 shares of common stock held by American Industrial Partners Capital Fund IV, LP. ("Fund IV"), (ii) 155,889 shares of common stock held by American Industrial Partners Capital Fund IV (Parallel), LP ("Parallel Fund") and (iii) 2,165,617 shares of common stock held by AIP/CHC Holdings, LLC ("AIP Holdings" and, together with Fund IV and Parallel Fund, the "AIP Funds"). AIP CF IV, LLC ("AIP GP") is the general partner of Fund IV and the Parallel Fund. The Reporting Person is one of the senior managing members of AIP GP. He is also one of the managing members of AIP/CHC Investors, LLC, which is the managing member of AIP Holdings. As a result of the above, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by the AIP Funds. The AIP Funds may be deemed to be a "group" within the meaning of Rule 13d-5 of the Securities Exchange Act of 1934, as amended. /s/ Pamela S. Krop, Attorney-in-fact for Kim A. Marvin 2017-10-27