Sec Form 4 Filing - Avista Capital Managing Member, LLC @ WideOpenWest, Inc. - 2018-02-13

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
Avista Capital Managing Member, LLC
2. Issuer Name and Ticker or Trading Symbol
WideOpenWest, Inc. [ WOW]
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)
C/O AVISTA CAPITAL PARTNERS, 65 EAST 55TH STREET, 18TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/13/2018
(Street)
NEW YORK, NY10022
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
Common Stock 02/13/2018 J( 1 ) 503,656 ( 2 ) D 28,397,855 I See Footnotes ( 3 ) ( 4 ) ( 5 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Avista Capital Managing Member, LLC
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Capital Partners, L.P.
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Capital Partners (Offshore), L.P.
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Capital Partners III, L.P.
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Capital Partners (Offshore) III, L.P.
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Avista Capital Partners (Offshore) III-A, L.P.
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
ACP Racecar Co-Invest, LLC
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
ACP Racecar Co-Invest II, LLC
C/O AVISTA CAPITAL PARTNERS
65 EAST 55TH STREET, 18TH FLOOR
NEW YORK, NY10022
X
Signatures
AVISTA CAPITAL MANAGING MEMBER, LCC /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
AVISTA CAPITAL PARTNERS, L.P., by Avista Capital Partners GP, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
AVISTA CAPITAL PARTNERS (OFFSHORE), L.P., by Avista Capital Partners GP, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
AVISTA CAPITAL PARTNERS III, L.P. by Avista Capital Partners III GP, L.P., its General Partner, by Avista Capital Managing Member, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
AVISTA CAPITAL PARTNERS (OFFSHORE) III, L.P., by Avista Capital Managing Member, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
AVISTA CAPITAL PARTNERS (OFFSHORE) III-A, L.P., by Avista Capital Managing Member, LLC, it General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
ACP RACECAR CO-INVEST, LLC, by Avista Capital Partners III GP, L.P., its Manager, by Avista Capital Managing Member, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
ACP RACECAR CO-INVEST II, LLC, by Avista Capital Partners III GP, L.P., its Manager, by Avista Capital Managing Member, LLC, its General Partner /s/ David Burgstahler, President 02/13/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pro rata distribution of shares made for no consideration to limited partners of certain of the Reporting Persons.
( 2 )Includes 124,560 shares held by Avista Capital Partners, L.P. and 379,096 shares held by Avista Capital Partners (Offshore), L.P.
( 3 )Includes 13,420 restricted shares beneficially owned by Avista Capital Holdings, L.P., 1,331,765 shares held by Avista Capital Partners, L.P., 268,475 shares held by Avista Capital Partners (Offshore), L.P., 5,189,636 shares held by Avista Capital Partners III, L.P., 1,531,596 shares held by Avista Capital Partners (Offshore) III, L.P., 1,362,097 shares held by Avista Capital Partners (Offshore) III-A, L.P., 18,059,208 shares held by ACP Racecar Co-Invest, LLC and 896,194 shares held by ACP Racecar Co-Invest II, LLC (collectively, the "Avista Entities'').
( 4 )Avista Capital Managing Member, LLC exercises voting and dispositive power over the Avista Entities
( 5 )Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.

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