Sec Form 4 Filing - Blackstone Holdings II L.P. @ Custom Truck One Source, Inc. - 2021-11-22

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
Blackstone Holdings II L.P.
2. Issuer Name and Ticker or Trading Symbol
Custom Truck One Source, Inc. [ CTOS]
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 CUSTOM TRUCK ONE SOURCE, INC., 7701 INDEPENDENCE AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
11/22/2021
(Street)
KANSAS CITY, MO64125
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 11/22/2021 S 2,549,735 D $ 8.2025( 1 ) 382,460 I See Footnotes( 2 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 3,149,642 D $ 8.2025( 1 ) 472,446 I See Footnotes( 3 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 305,733 D $ 8.2025( 1 ) 45,860 I See Footnotes( 4 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 156,378 D $ 8.2025( 1 ) 23,457 I See Footnotes( 5 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 3,036,582 D $ 8.2025( 1 ) 455,487 I See Footnotes( 6 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 3,109,809 D $ 8.2025( 1 ) 466,472 I See Footnotes( 7 )( 9 )( 10 )( 11 )( 12 )( 13 )
Common Stock 11/22/2021 S 15,096 D $ 8.2025( 1 ) 2,264 I See Footnotes( 8 )( 9 )( 10 )( 11 )( 12 )( 13 )
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
Blackstone Holdings II L.P.
C/O CUSTOM TRUCK ONE SOURCE, INC.
7701 INDEPENDENCE AVENUE
KANSAS CITY, MO64125
X
BLACKSTONE FAMILY GP LLC
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
BEP Side-by-Side GP NQ L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Management Associates VI-NQ L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
BMA VI-NQ L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings III GP L.P.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings III GP Management L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
BCP VI-NQ Side-by-Side GP L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings I/II GP L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Signatures
BLACKSTONE HOLDINGS II L.P., By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 11/22/2021
Signature of Reporting Person Date
BLACKSTONE FAMILY GP L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 11/22/2021
Signature of Reporting Person Date
BEP SIDE-BY-SIDE GP NQ L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Person 11/22/2021
Signature of Reporting Person Date
BLACKSTONE MANAGEMENT ASSOCIATES VI-NQ L.L.C., By: BMA VI-NQ L.L.C., its managing member, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Person 11/22/2021
Signature of Reporting Person Date
BMA VI-NQ L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Person 11/22/2021
Signature of Reporting Person Date
BLACKSTONE HOLDINGS III GP L.P., By: Blackstone Holdings III GP Management L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 11/22/2021
Signature of Reporting Person Date
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 11/22/2021
Signature of Reporting Person Date
BCP VI-NQ SIDE-BY-SIDE GP L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Person 11/22/2021
Signature of Reporting Person Date
BLACKSTONE HOLDINGS I/II GP L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 11/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This amount represents the $8.5000 public offering price per share of common stock, par value $0.0001 per share ("Common Stock"), of Custom Truck One Source, Inc. (the "Issuer"), less the underwriting discount of $0.02975 per share. The Underwriters have not yet exercised their Over-allotment Option to purchase additional shares of Common Stock.
( 2 )Reflects shares of Common Stock directly held by Blackstone Energy Partners NQ L.P. ("BEP NQ").
( 3 )Reflects shares of Common Stock directly held by BEP CTOS Holdings L.P. ("BEP CTOS").
( 4 )Reflects shares of Common Stock directly held by Blackstone Energy Family Investment Partnership SMD L.P. ("BE SMD").
( 5 )Reflects shares of Common Stock directly held by Blackstone Energy Family Investment Partnership NQ ESC L.P. ("BE NQ").
( 6 )Reflects shares of Common Stock directly held by Blackstone Capital Partners VI-NQ L.P. ("BCP VI-NQ").
( 7 )Reflects shares of Common Stock directly held by BCP CTOS Holdings L.P. ("BCP CTOS").
( 8 )Reflects shares of Common Stock directly held by Blackstone Family Investment Partnership VI-NQ ESC L.P. ("BE FIP").
( 9 )Blackstone Energy Management Associates NQ L.L.C. ("BEMA") is the general partner of BEP NQ and BEP CTOS. Blackstone EMA-NQ L.L.C. ("BEMA NQ") is the managing member of BEMA. BEP Side-by-Side GP NQ L.L.C. ("BEP GP") is the general partner of BE NQ. Blackstone Management Associates VI-NQ L.L.C. ("BMA NQ") is the general partner of BCP VI-NQ and BCP CTOS. BMA VI-NQ L.L.C. ("BMA VI-NQ") is the managing member of BMA NQ. Blackstone Family GP L.L.C. ("BS GP") is the general partner of BE SMD. BS GP is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. BCP VI-NQ Side-by-Side GP L.L.C. ("BCP GP") is the general partner of BE FIP.
( 10 )Blackstone Holdings III L.P. ("Holdings III") is the sole member of each of BEMA NQ, BEP GP and BMA VI-NQ. The general partner of Holdings III is Blackstone Holdings III GP L.P. ("Holdings III GP"). The general partner of Holdings III GP is Blackstone Holdings III GP Management L.L.C ("Holdings III GP Management"). Blackstone Holdings II L.P. ("Holdings II") is the sole member of BCP GP. Blackstone Holdings I/II GP L.L.C. ("Holdings I/II GP") is the general partner of Holdings II. Blackstone Inc. ("Blackstone") is the sole member of Holdings III GP Management and Holdings I/II GP. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. ("BS Group Management"). BS Group Management is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
( 11 )Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
( 12 )Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
( 13 )Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose or that the Reporting Persons are subject to Section 16 of the Exchange Act.

Remarks:
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