Sec Form 4 Filing - LEMONIS MARCUS @ Camping World Holdings, Inc. - 2022-12-31

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
LEMONIS MARCUS
2. Issuer Name and Ticker or Trading Symbol
Camping World Holdings, Inc. [ CWH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CHIEF EXECUTIVE OFFICER
(Last) (First) (Middle)
C/O CAMPING WORLD HOLDINGS, INC., 250 PARKWAY DRIVE, SUITE 270
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2022
(Street)
LINCOLNSHIRE, IL60069
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 B Common Stock 12/31/2022 G V 2,000,000( 1 ) D $ 0 32,584,700 I See footnote( 2 )
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
Common LLC Units ( 3 ) 12/31/2022 G V 2,000,000( 1 ) ( 3 ) ( 3 ) Class A Common Stock 2,000,000 $ 0 32,584,700 I See footnote( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LEMONIS MARCUS
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
LINCOLNSHIRE, IL60069
X X CHIEF EXECUTIVE OFFICER
CWGS Holding, LLC
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
LINCOLNSHIRE, IL60069
X
ML Acquisition Company, LLC
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
LINCOLNSHIRE, IL60069
X
ML RV Group, LLC
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
LINCOLNSHIRE, IL60069
X
Signatures
/s/ Brent L. Moody, Attorney-in-Fact for Marcus Lemonis 01/03/2023
Signature of Reporting Person Date
/s/ Brent L. Moody, Attorney-in-Fact for CWGS Holding, LLC 01/03/2023
Signature of Reporting Person Date
/s/ Brent L. Moody, Attorney-in-Fact for ML Acquisition Company, LLC 01/03/2023
Signature of Reporting Person Date
/s/ Brent L. Moody, Attorney-in-Fact for ML RV Group, LLC 01/03/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )2,000,000 common units and an equal number of shares of Class B common stock were gifted by CWGS Holding, LLC.
( 2 )The securities reported herein are held of record by CWGS Holding, LLC, a wholly-owned subsidiary of ML Acquisition Company, LLC. Marcus Lemonis, as the sole director of ML Acquisition Company, LLC, may be deemed to be the beneficial owner of these securities.
( 3 )The Common LLC Units may be redeemed by the Reporting Persons at any time for shares of Class A Common Stock on a 1-to-1 basis.

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 4(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).

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