Sec Form 4/A Filing - Mudrick Capital Management, L.P. @ Thryv Holdings, Inc. - 2020-10-15

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FORM 4/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)
X __ 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)
10/15/2020
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
10/19/2020
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
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) $ 13.82 10/15/2020 A 55,556 ( 2 ) ( 2 ) 10/15/2030 Common Stock 55,556 $ 0 55,556 I See notes ( 1 ) ( 3 )
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 X
Mudrick Jason
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X X
Verto Direct Opportunity II, LP
527 MADISON AVENUE, 6TH FLOOR
NEW YORK, NY10022
X X
Signatures
See Exhibit 99.1 for Signatures 08/03/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 amendment (the "Amended Form 4") amends and restates the original Form 4 filing, dated October 19, 2020 (the "Original Form 4"), in its entirety to make certain corrections and clarifications. The Amended Form 4 is filed by Jason Mudrick. Mudrick Capital Management, L.P. and Verto Direct Opportunity II, LP.
( 2 )This Option granted to Mr. Mudrick becomes exercisable in four equal annual installments on each of October 15, 2021, October 15, 2022, October 15, 2023 and October 15, 2024, subject to Mr. Mudrick's continuous service on the Issuer's Board of Directors on each applicable vesting date.
( 3 )Mr. Mudrick is the sole member of Mudrick Capital Management, LLC, which is the general partner of Mudrick Capital Management, L.P., which in turn is the investment manager of each of 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; P Mudrick LTD; and Mudrick Distressed Opportunity Specialty Fund, LP. Pursuant to Mudrick Capital Management's operating policies, such funds may have an indirect pecuniary interest in the securities issued to Mr. Mudrick for his service on the Issuer's board through a partial fee offset based on Mudrick Capital Management, L.P.'s various arrangements with the funds. The Reporting Persons disclaim beneficial ownership of the securities of the Issuer reported herein except to the extent of each person's or entity's pecuniary interest therein, if any.

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