Sec Form 4 Filing - Gores Sponsor IV LLC @ UWM Holdings Corp - 2021-03-02

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Gores Sponsor IV LLC
2. Issuer Name and Ticker or Trading Symbol
UWM Holdings Corp [ UWMC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
9800 WILSHIRE BLVD,
3. Date of Earliest Transaction (MM/DD/YY)
03/02/2021
(Street)
BEVERLY HILLS, CA90212
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock, par value $0.0001 per share 07/07/2021 J 6,975,198 D 3,574,802 D
Class A Common Stock, par value $0.0001 per share 07/07/2021 J 3,143,599 A 3,143,599 I See footnotes ( 2 ) ( 10 )
Class A Common Stock, par value $0.0001 per share 07/07/2021 J 30,000 A 30,000 I See footnotes ( 3 ) ( 10 )
Class A Common Stock, par value $0.0001 per share 07/07/2021 J 150,000 A 150,000 I See footnotes ( 4 ) ( 10 )
Class A Common Stock, par value $0.0001 per share 07/07/2021 J 150,000 A 150,000 I See footnotes ( 5 ) ( 10 )
Class A Common Stock, par value $0.0001 per share 07/27/2021 J 215,441 D 3,359,361 D
Class A Common Stock, par value $0.0001 per share 09/14/2021 J 3,359,361 D 0 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Warrants to Purchase Shares of Class A Common Stock $ 11.5 03/02/2021 J( 8 ) 5,047,539 02/20/2021 01/21/2026 Class A Common Stock, par value $0.0001 per share 5,047,539 ( 8 ) 202,461 I See footnotes ( 8 ) ( 10 )
Warrants to Purchase Shares of Class A Common Stock $ 11.5 03/02/2021 J( 8 ) 2,107,539 02/20/2021 01/21/2026 Class A Common Stock, par value $0.0001 per share 2,107,539 ( 8 ) 2,107,539 I See footnotes ( 8 ) ( 9 ) ( 10 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gores Sponsor IV LLC
9800 WILSHIRE BLVD
BEVERLY HILLS, CA90212
X
AEG Holdings, LLC
C/O GORES SPONSOR IV LLC
9800 WILSHIRE BLVD.
BEVERLY HILLS, CA90212
X
Gores Alec E
C/O GORES SPONSOR IV LLC
9800 WILSHIRE BLVD.
BEVERLY HILLS, CA90212
X
Signatures
GORES SPONSOR IV LLC, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
Signature of Reporting Person Date
AEG HOLDINGS, LLC, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
Signature of Reporting Person Date
ALEC GORES, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On July 7, 2021, Gores Sponsor IV LLC ("Sponsor") made an in-kind distribution of 6,975,198 shares of Class A common stock ("Shares") of UWM Holdings Corporation (the "Issuer"). AEG Holdings, LLC ("AEG") is the managing member of Sponsor. Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG and Sponsor.
( 2 )Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, AEG received 3,143,599 Shares in the distribution-in-kind.
( 3 )Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #4, a trust for the benefit of one of Mr. Gores's children, received 30,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
( 4 )Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #5, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
( 5 )Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #6, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind.. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
( 6 )On July 27, 2021, Sponsor made an in-kind distribution of 215,441 Shares.
( 7 )On September 14, 2021, Sponsor made an in-kind distribution of 3,359,361 Shares.
( 8 )On March 2, 2021, Sponsor made an in-kind distribution of 5,047,539 warrants ("Warrants") to purchase 5,047,539 Shares.
( 9 )Of the 5,047,539 Warrants distributed by Sponsor described in footnote 8 above, AEG received 2,107,539 Warrants in the distribution-in-kind.
( 10 )Because of the relationship among the reporting persons, the reporting persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the reporting persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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