0000950103-21-013324.txt : 20210831
0000950103-21-013324.hdr.sgml : 20210831
20210831183957
ACCESSION NUMBER: 0000950103-21-013324
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210827
FILED AS OF DATE: 20210831
DATE AS OF CHANGE: 20210831
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Trott Byron D
CENTRAL INDEX KEY: 0001472182
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228227
MAIL ADDRESS:
STREET 1: 71 SOUTH WACKER DRIVE, 12TH FLOOR
CITY: CHICAGO
STATE: IL
ZIP: 60606
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BDT CAPITAL PARTNERS, LLC
CENTRAL INDEX KEY: 0001510974
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228232
BUSINESS ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: 312-660-7311
MAIL ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BDTCP GP I, LLC
CENTRAL INDEX KEY: 0001510982
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228229
BUSINESS ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: 312-660-7311
MAIL ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BDT WSP Holdings, LLC
CENTRAL INDEX KEY: 0001876047
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228231
BUSINESS ADDRESS:
STREET 1: C/O BDT CAPITAL PARTNERS
STREET 2: 401 NORTH MICHIGAN AVENUE, SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: (312) 660-7300
MAIL ADDRESS:
STREET 1: C/O BDT CAPITAL PARTNERS
STREET 2: 401 NORTH MICHIGAN AVENUE, SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BDTP GP, LLC
CENTRAL INDEX KEY: 0001540177
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228228
BUSINESS ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: 312-660-7311
MAIL ADDRESS:
STREET 1: 401 NORTH MICHIGAN AVENUE
STREET 2: SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BDT Capital Partners I-A Holdings, LLC
CENTRAL INDEX KEY: 0001875304
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40702
FILM NUMBER: 211228230
BUSINESS ADDRESS:
STREET 1: C/O BDT CAPITAL PARTNERS
STREET 2: 401 NORTH MICHIGAN AVENUE, SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
BUSINESS PHONE: (312) 660-7300
MAIL ADDRESS:
STREET 1: C/O BDT CAPITAL PARTNERS
STREET 2: 401 NORTH MICHIGAN AVENUE, SUITE 3100
CITY: CHICAGO
STATE: IL
ZIP: 60611
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Weber Inc.
CENTRAL INDEX KEY: 0001857951
STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD APPLIANCES [3630]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 1415 S. ROSELLE ROA
CITY: PALATINE,
STATE: IL
ZIP: 60067
BUSINESS PHONE: 847-934-5700
MAIL ADDRESS:
STREET 1: 1415 S. ROSELLE ROA
CITY: PALATINE,
STATE: IL
ZIP: 60067
4
1
dp157167_4-bdt.xml
FORM 4
X0306
4
2021-08-27
0
0001857951
Weber Inc.
WEBR
0001510974
BDT CAPITAL PARTNERS, LLC
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
0001876047
BDT WSP Holdings, LLC
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
0001875304
BDT Capital Partners I-A Holdings, LLC
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
0001510982
BDTCP GP I, LLC
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
0001540177
BDTP GP, LLC
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
0001472182
Trott Byron D
401 NORTH MICHIGAN AVENUE
SUITE 3100
CHICAGO
IL
60611
1
0
1
0
Class A Common Stock
2021-08-27
4
D
0
164749
13.30
D
25550069
I
See footnotes
Class A Common Stock
3236875
I
See footnotes
Class A Common Stock
7649
I
See footnotes
Class B Common Stock
2021-08-27
4
D
0
984751
0
D
152711756
I
See footnotes
Class B Common Stock
12281255
I
See footnotes
LLC Units of Weber HoldCo LLC
2021-08-27
4
D
0
984751
13.30
D
Class A Common Stock
984751
152711756
I
See footnotes
LLC Units of Weber HoldCo LLC
Class A Common Stock
12281255
12281255
I
See footnotes
This Form 4 is jointly filed by (i) BDT WSP Holdings, LLC, (ii) BDT Capital Partners, LLC, (iii) BDT Capital Partners I-A Holdings, LLC; (iv) BDTCP GP I, LLC, (v) BDTP GP, LLC, and (vi) Byron D. Trott. Byron D. Trott is the sole member of BDTP GP, LLC, which is the managing member of BDT Capital Partners, LLC, which is the managing member of each of BDT WSP Holdings, LLC and BDTCP GP I, LLC, which is the managing member of BDT Capital Partners I-A Holdings, LLC Each of BDT Capital Partners, LLC, BDTP GP, LLC and Mr. Trott may be deemed to have indirect voting and investment control over the shares held by BDT WSP Holdings, LLC and BDT Capital Partners I-A Holdings, LLC, and in addition, BDTCP GP I, LLC may be deemed to have indirect voting and investment control over the
(cont from fn 1) shares held by BDT Capital Partners I-A Holdings, LLC. Each of the reporting persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interests therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. Kelly D. Rainko is a Partner of BDT & Company, an affiliate of BDT Capital Partners, LLC, and is a director of the issuer. By virtue of her service on the Board of Directors of the issuer as a representative of BDT Capital Partners, LLC, for purposes of Section 16, the reporting persons may be deemed to be a director by deputization of the Issuer.
These securities are owned directly by BDT Capital Partners I-A Holdings, LLC, and consist of (i) 25,548,789 shares of Class A common stock of the issuer ("Class A Common Stock") and (ii) 1,280 shares of Class A Common Stock pursuant to an award of restricted stock units ("RSUs") described in footnote 5 below.
These securities are owned directly by Byron and Tina Trott.
Represents shares of Class A Common Stock pursuant to an award of RSUs granted to Ms. Rainko in connection with her service as a director. Ms. Rainko has automatically assigned all rights, title and interest in the RSUs reported herein to BDT Capital Partners I-A Holdings, LLC and BDT WSP Holdings, LLC, split proportionally based on the number of shares of Class A Common Stock and Class B common stock of the issuer ("Class B Common Stock") beneficially owned by each such entity. These RSUs vest on the earlier of (i) the one year anniversary of the date of grant and (ii) the time of the annual stockholder meeting that occurs during the 2022 fiscal year.
These securities are owned directly by BDT WSP Holdings, LLC.
Reflects common units of Weber HoldCo LLC (the "LLC Units") disposed of directly to the issuer (and the cancellation of a corresponding number of shares of Class B Common Stock on a one-for-one basis). While the reporting person may normally require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of Class A Common Stock on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment, in this case, LLC Units were disposed of directly to the issuer (with the cancellation of a corresponding number of shares of Class B Common Stock on a one-for-one basis).
Reflects shares of Class B Common Stock and LLC Units held by the applicable reporting person. The reporting person may require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of Class A Common Stock on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment. The LLC Units were received by the holder in the reorganization transactions effected in connection with the issuer's initial public offering in replacement of historical units of a predecessor entity. The LLC Units do not expire.
/s/ Mary Ann Todd as authorized signatory for BDT WSP Holdings, LLC
2021-08-31
/s/ Mary Ann Todd as authorized signatory for BDT Capital Partners, LLC
2021-08-31
/s/ Mary Ann Todd as authorized signatory for BDT Capital Partners I-A Holdings, LLC
2021-08-31
/s/ Mary Ann Todd as authorized signatory for BDTCP GP I, LLC
2021-08-31
/s/ Mary Ann Todd as authorized signatory for BDTP GP, LLC
2021-08-31
/s/ Mary Ann Todd as Attorney-in-Fact for Byron D. Trott
2021-08-31