Sec Form 3/A Filing - AE RED HOLDINGS, LLC @ Redwire Corp - 2021-09-02

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 3/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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
AE RED HOLDINGS, LLC
2. Issuer Name and Ticker or Trading Symbol
Redwire Corp [ RDW]
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 AE INDUSTRIAL PARTNERS, LP, 2500 N. MILITARY TRAIL, SUITE 470
3. Date of Earliest Transaction (MM/DD/YY)
09/02/2021
(Street)
BOCA RATON, FL33431
4. If Amendment, Date Original Filed (MM/DD/YY)
09/02/2021
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, par value $0.0001 per share 37,200,000 I See footnote ( 1 ) ( 2 ) ( 3 )
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
Warrants ( 4 ) $ 11.5 ( 5 ) ( 5 ) Common Stock 2,000,000 I See footnote ( 1 ) ( 2 ) ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
AE RED HOLDINGS, LLC
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
AE INDUSTRIAL PARTNERS FUND II GP, LP
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
GREENE MICHAEL ROBERT
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
ROWE DAVID H.
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
AE INDUSTRIAL PARTNERS FUND II-B, LP
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
AE INDUSTRIAL PARTNERS FUND II, LP
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
AE INDUSTRIAL PARTNERS FUND II-A, LP
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
AEROEQUITY GP, LLC
C/O AE INDUSTRIAL PARTNERS, LP
2500 N. MILITARY TRAIL, SUITE 470
BOCA RATON, FL33431
X
Signatures
AE Red Holdings, LLC /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
AE Industrial Partners Fund II GP, LP /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
Michael R. Greene /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
David H. Rowe /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
AE Industrial Partners Fund II-B, LP /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
AE Industrial Partners Fund II, LP /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
AE Industrial Partners Fund II-A, LP /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
AeroEquity GP, LLC /s/ Alexander M. Schwartz, by Power of Attorney 09/14/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists of shares of common stock acquired by AE Red Holdings, LLC ("AE Red") on September 2, 2021 pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2021, by and among Redwire Corporation (formerly Genesis Park Acquisition Corp.) (the "Issuer"), Shepard Merger Sub Corporation, Cosmos Intermediate, LLC and AE Red.
( 2 )Voting and dispositive power with respect to the shares of common stock held by AE Red Holdings, LLC ("AE Red") is exercised by Michael Greene and David H. Rowe, the managing members of AeroEquity GP, LLC , which is the general partner of AE Industrial Partners Fund II GP, LP ("AE Fund II GP). AE Industrial Partners Fund II-B, LP ("AE Fund II-B"), AE Industrial Partners Fund II, LP ("AE Fund II LP") and AE Industrial Partners Fund II-A, LP ("AE Fund II-A" and together with AE Fund II-B and AE Fund II LP, the "AE Funds") are the controlling equityholders of AE Red. AE Fund II GP is the general partner of each of the AE Funds.
( 3 )Each of the foregoing entities and individuals disclaims beneficial ownership of the shares reported hereby, except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
( 4 )Consist of warrants issued pursuant to the Merger Agreement.
( 5 )The warrants will expire five years after the date of the issuer's business combination (subject to certain exceptions provided by the governing warrant agreement).

Remarks:
This Form 3 amendment supersedes, replaces and restates the original Form 3 filed by AE Red Holdings, LLC, AE Industrial Partners Fund II GP, LP, Michael R. Greene, David H. Rowe, AE Industrial Partners Fund II-B, LP, AE Industrial Partners Fund II, LP, AE Industrial Partners Fund II-A, LP, AE Industrial Partners, LP and AeroEquity GP, LLC on September 2, 2021 (other than with respect to the power of attorney filed therewith).

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.