SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Principal Holdings I LP

(Last) (First) (Middle)
1345 AVENUE OF THE AMERICAS
46TH FLOOR

(Street)
NEW YORK NY 10105

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vivint Smart Home, Inc. [ VVNT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/17/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Class F common stock, par value $0.0001 per share (2) 01/17/2020 J(3) 4,297,500 (2) (2) Class A common stock, par value $0.0001 per share (2) (2) 0 I By Fortress Mosaic Sponsor LLC(1)(2)(3)(4)
Explanation of Responses:
1. On January 17, 2020, Vivint Smart Home, Inc. (formerly Mosaic Acquisition Corp.), a Delaware corporation ("Issuer"), consummated its initial business combination (the "Business Combination") with Legacy Vivint Smart Home, Inc. (formerly Vivint Smart Home, Inc.), a Delaware corporation.
2. Prior to the consummation of the Business Combination, the Reporting Person was the sole member of Fortress Mosaic Sponsor LLC ("Sponsor"), which directly owned 4,297,500 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer. Pursuant to the Certificate of Incorporation of the Issuer in force prior to the Business Combination, the Class F Shares had no expiration date and (i) were convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) were to automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment.
3. Immediately prior to the consummation of the Business Combination, the Reporting Person transferred and assigned all of the equity interests of Sponsor to the Reporting Person's affiliate, Fortress Mosaic Holdings LLC, a Delaware limited liability company, for no consideration (the "Transfer").
4. As a result of the Transfer, the Reporting Person has ceased to beneficially own more than 10% of the outstanding Class A Shares of the Issuer and has checked the box to indicate that it will no longer be subject to Section 16 reporting with respect to the Issuer.
Remarks:
Prior to the consummation of the Business Combination, the Issuer's name was "Mosaic Acquisition Corp.".
/s/ David N. Brooks, Authorized Signatory, PRINCIPAL HOLDINGS I LP 01/22/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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