0001719015-19-000005.txt : 20190626 0001719015-19-000005.hdr.sgml : 20190626 20190626174614 ACCESSION NUMBER: 0001719015-19-000005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190625 FILED AS OF DATE: 20190626 DATE AS OF CHANGE: 20190626 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Balelo Holdings LLC CENTRAL INDEX KEY: 0001718904 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19922537 BUSINESS ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 BUSINESS PHONE: 702-870-3559 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Balelo William Gonsalves CENTRAL INDEX KEY: 0001719015 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19922538 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Switch, Inc. CENTRAL INDEX KEY: 0001710583 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 821883953 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7135 SOUTH DECATUR BOULEVARD CITY: LAS VEGAS STATE: NV ZIP: 89118 BUSINESS PHONE: (702) 444-4111 MAIL ADDRESS: STREET 1: 7135 SOUTH DECATUR BOULEVARD CITY: LAS VEGAS STATE: NV ZIP: 89118 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2019-06-25 0 0001710583 Switch, Inc. SWCH 0001719015 Balelo William Gonsalves 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 0001718904 Balelo Holdings LLC 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 CLASS A COMMON STOCK 2019-06-25 4 J 0 1005919 D 3101000 I BY LLC AND TRUST CLASS A COMMON STOCK 2019-06-25 4 J 0 1045444 D 3101000 I BY LLC AND TRUST CLASS A COMMON STOCK 2019-06-25 4 J 0 155000 D 3101000 I BY LLC AND TRUST CLASS A COMMON STOCK 2019-06-25 4 J 0 231012 D 3101000 I BY LLC AND TRUST CLASS A COMMON STOCK 2019-06-25 4 J 0 73625 D 3101000 I BY LLC AND IMMEDIATE FAMILY CLASS A COMMON STOCK 2019-06-25 4 J 0 294500 D 2806500 I BY LLC CLASS A COMMON STOCK 2019-06-25 4 J 0 147250 D 2659250 I BY LLC CLASS A COMMON STOCK 2019-06-25 4 J 0 147250 D 2512000 I BY LLC The reporting person transferred 1,005,919 shares of Issuer's Class A Common Stock to The William G. Balelo 2008 Retained Annuity Trust, as to which the spouse of Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. Held by Balelo Holdings LLC, as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest. The reporting person transferred 1,045,444 shares of Issuer's Class A Common Stock to The Gail K. Balelo 2008 Retained Annuity Trust, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 155,000 shares of Issuer's Class A Common Stock to the Balelo Family Irrevocable Subtrust, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 231,012 shares of Issuer's Class A Common Stock to The Balelo 2012 Irrevocable Trust, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 73,625 shares of Issuer's Class A Common Stock to John Balelo, the son of Mr. Balelo, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 294,500 shares of Issuer's Class A Common Stock to a family trust, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 147,250 shares of Issuer's Class A Common Stock to a survivors trust, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. The reporting person transferred 147,250 shares of Issuer's Class A Common Stock to a family trust, in exchange for a release of an equivalent value of the membership units of Balelo Holdings LLC (the "LLC"), as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. This distribution was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended (the "Act"), as a change in form of beneficial ownership. Mr. Balelo and the LLC disclaim beneficial ownership of these shares, except to the extent of their pecuniary interests. /s/ William Balelo 2019-06-26 /s/ William Balelo, Managing Member, Balelo Holdings, LLC 2019-06-26