Sec Form 4 Filing - BORDEN LP @ Switch, Inc. - 2019-04-01

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
BORDEN LP
2. Issuer Name and Ticker or Trading Symbol
Switch, Inc. [ SWCH]
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)
4301 S. VALLEY VIEW BLVD. STE. 19
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2019
(Street)
LAS VEGAS, NV89103
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 ( 1 ) 04/01/2019 04/01/2019 J( 1 ) 5,599,998 D $ 0 ( 1 ) 0 D
Class A Common Stock ( 2 ) 04/01/2019 04/01/2019 C( 2 ) 5,599,998 A $ 0 ( 2 ) 5,599,998 D
Class B Common Stock ( 4 ) 04/01/2019 04/01/2019 J( 4 ) 400,002 D $ 10.55 0 D
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 Units ( 2 ) ( 2 ) 04/01/2019 04/01/2019 C( 2 ) 5,599,998 ( 3 ) ( 3 ) Class A Common Stock 5,599,998 ( 3 ) 0 D
Common Units ( 4 ) ( 4 ) 04/01/2019 04/01/2019 J( 4 ) 400,002 ( 4 ) ( 4 ) Class A Common Stock 400,002 $ 10.55 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BORDEN LP
4301 S. VALLEY VIEW BLVD. STE. 19
LAS VEGAS, NV89103
X
Signatures
Michael D. Borden, in his capacity as Operating Manager on behalf of Borden General Partner LLC, the General Partner of Borden LP, on behalf of Borden LP 04/03/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the forfeiture and cancellation of one share of Class B common stock for each share of Class A common stock acquired upon the redemption and conversion of the Common Units into Class A common stock, on a one-for-one basis pursuant to the Amended and Restated Certificate of Incorporation of the Issuer. The shares of Class B common stock (i) confer only voting rights (one vote per share) and do not confer any incidents of economic ownership to the holders thereof; and (ii) are forfeited and cancelled, on a one-for-one basis, without consideration, upon the redemption of Common Units for shares of Class A common stock, or cash, at the Issuer's election. See Footnote 2.
( 2 )Represents the redemption and conversion of common membership interests in Switch, Ltd. ('Common Units'), on a one-for-one basis for shares of Class A common stock.
( 3 )The Common Units are redeemable on a one-for-one basis for shares of Class A common stock, or, at the election of the Issuer, cash equal to a volume weighted average market price of a share of Class A common stock. The Common Units have no expiration date. Upon any redemption of Common Units, one share of Class B common stock is automatically forfeited and cancelled for each Common Unit so redeemed.
( 4 )Represents the redemption for cash by Switch, Ltd. of the Common Units pursuant to a Common Unit Repurchase Agreement dated as of April 1, 2019, whereby such Common Units were redeemed for an amount per unit equal to the closing price of a share of Class A common stock on the New York Stock Exchange on April 1, 2019.

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