SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Sanghi Anand

(Last)

(First)

(Middle)

C/O VERTIV HOLDINGS CO

1050 DEARBORN DRIVE

(Street)

COLUMBUS

43085

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/03/2021

3. Issuer Name and Ticker or Trading Symbol
Vertiv Holdings Co [ VRT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Pres. AU, NZ, SE Asia & India

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
CLASS A COMMON STOCK⁽¹⁾	41,176	D
CLASS A COMMON STOCK⁽²⁾	22	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
STOCK OPTIONS	⁽³⁾	02/07/2030	Class A common stock	66,424	$12.05	D

Explanation of Responses:

1. Represents an award of 41,176 restricted stock units ("RSUs") awarded pursuant to the 2020 Stock Incentive Plan of Vertiv Holdings Co and its Affiliates. 10,294 RSUs will vest on each of April 8, 2021, April 8, 2022, April 8, 2023, and April 8, 2024.

2. Represents an award of 22 restricted stock units ("RSUs") awarded as dividend equivalents in connection with Vertiv Holdings Co. December 17, 2020 dividend declaration pursuant to the 2020 Stock Incentive Plan of Vertiv Holdings Co and its Affiliates. 6 RSUs will vest on each of April 8, 2021 and April 8, 2022 and 5 RSUs will vest on each of April 8, 2023 and April 8, 2024.

3. The stock options will vest as to 16,606 on each of February 7, 2021, February 7, 2022, February 7 2023 and February 7, 2024.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Robert M. Wolfe, as attorney-in-fact	02/05/2021
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.