Sec Form 3/A Filing - Mudrick Capital Management, L.P. @ Thryv Holdings, Inc. - 2020-09-23

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FORM 3/A
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
Mudrick Capital Management, L.P.
2. Issuer Name and Ticker or Trading Symbol
Thryv Holdings, Inc. [ THRY]
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)
527 MADISON AVENUE, 6TH FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
09/23/2020
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
09/23/2020
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
Common Stock 18,498,051 ( 3 ) I See notes ( 1 ) ( 2 ) ( 3 )
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
Stock Option (right to buy) $ 3.68 ( 4 ) 11/10/2026 Common Stock 20,242 ( 4 ) I See notes ( 1 ) ( 2 ) ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mudrick Capital Management, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Mudrick Jason
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X X
Mudrick Distressed Opportunity Fund Global, LP
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Verto Direct Opportunity II, LP
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X
Signatures
See Exhibit 99.1 for Signatures 10/05/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 is filed by the following Reporting Persons: Mudrick Capital Management, L.P. ("MCM"), Jason Mudrick ("Mr. Mudrick"), Mudrick Distressed Opportunity Fund Global, LP and Verto Direct Opportunity II, LP.
( 2 )Mr. Mudrick is the sole member of Mudrick Capital Management, LLC, which is the general partner of MCM. MCM is the investment manager of the following entities: Mudrick Distressed Opportunity Fund Global, LP; Mudrick Distressed Opportunity Drawdown Fund, LP; Mudrick Distressed Opportunity Drawdown Fund II, LP; Verto Direct Opportunity II, LP; Boston Patriot Batterymarch St LLC; Blackwell Partners LLC Series A; Mercer QIF Fund PLC; Trustees of Grinnell College; and P Mudrick LTD; and Mudrick Distressed Opportunity Specialty Fund, LP. Mr. Mudrick is the managing member of Verto Direct Opportunity GP, LLC, which is the general partner of Verto Direct Opportunity II, LP. Each Reporting Person and each of the aforementioned entities disclaims beneficial ownership of the securities of the Issuer except to the extent of such person's or entity's pecuniary interest therein, if any.
( 3 )Consists of shares held by the following entities: 1,676,681 by Blackwell Partners LLC Series A; 2,210,447 by Boston Patriot Batterymarch St LLC; 1,038,702 by Mercer QIF Fund PLC; 1,941,111 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 1,933,422 by Mudrick Distressed Opportunity Drawdown Fund, LP; 4,287,799 by Mudrick Distressed Opportunity Fund Global, LP; 453,099 by Mudrick Distressed Opportunity Specialty Fund, LP; 503,709 by P Mudrick LTD; 619,458 by Trustees of Grinnell College; 136,269 by Verto Direct Opportunity GP, LLC; and 3,697,354 by Verto Direct Opportunity II, LP. Excludes 69,532 shares of Common Stock of the Issuer are held by former investors in Verto Direct Opportunity Fund, LP, which were distributed in kind to such investors in 2019 and where such investors have requested that Verto Direct Opportunity GP, LLC sell such shares on their behalf.
( 4 )Represents stock options granted pursuant to the Issuer's 2016 Stock Incentive Plan, exerciseable and currently held by the following entities: 2,195 by Blackwell Partners LLC Series A; 2,504 by Boston Patriot Batterymarch St LLC; 1,150 by Mudrick Distressed Opportunity Drawdown Fund, LP; 8,836 by Mudrick Distressed Opportunity Fund Global, LP; 762 by Mudrick Distressed Opportunity Specialty Fund, LP; and 4,795 by P Mudrick LTD.

Remarks:
This Amendment to Form 3 is being filed solely to correct the "Amount of Securities Beneficially Owned" reported in Table I. Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference.

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