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Lux Donn S.'s Form 4/A amendment

Amended

Sempreon, IncCASK · filed May 16, 2024

Accession no.
0001140361-24-026463
Filed
May 16, 2024
Trade date
May 10-13, 2024
Filing delay
6 days
Rule 10b5-1 plan
Not checked
Original filed
May 14, 2024

This filing lists 5 non-derivative transactions. Open-market sales total $2.64M. It was filed 6 days after the trade.

This amendment replaces 0001140361-24-025964 (filed May 14, 2024).

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Lux Donn S.CIK 0001853861Director, 10% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
May 10, 2024Common StockSSaleDisposed−10,000$83.00−$830,0002,695,264Indirect
May 13, 2024Common StockSSaleDisposed−6,352$83.12−$527,978.242,688,912Indirect
May 13, 2024Common StockSSaleDisposed−648$83.90−$54,367.22,688,264Indirect
May 13, 2024Common StockSSaleDisposed−7,635$81.86−$625,001.12,680,629Indirect
May 13, 2024Common StockSSaleDisposed−7,365$82.50−$607,612.52,673,264Indirect

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.8050 to $83.3900, inclusive. The reporting person undertakes to provide to MGP Ingredients Inc. (MGPI), any security holder of MGPI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (1) to this Form 4.

F2

The shares in this transaction were sold by the LUXCO 2017 Irrevocable Trust dated June 19, 2017 ("Luxco Trust"). Donn S. Lux is the sole investment trustee of the Luxco Trust. Donn S. Lux also is the sole trustee of the Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux dated 9/16/2005 ("Lux 2005 Donn Trust") and the Ann S. Lux 2005 Irrevocable Trust FBO Donn S. Lux QSST LRD dated 9/16/2005 ("Lux 2005 QSST Trust") Accordingly, Donn S. Lux may be deemed to hold sole voting and dispositive power with respect to the 2,673,264 Shares held by the Luxco Trust, the Lux 2005 Donn Trust and the Lux 2005 QSST Trust.

F3

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.7400 to $83.5400, inclusive. The reporting person undertakes to provide to MGP Ingredients Inc. (MGPI), any security holder of MGPI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (3) to this Form 4.

F4

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.8300 to $83.9300, inclusive. The reporting person undertakes to provide to MGP Ingredients Inc. (MGPI), any security holder of MGPI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (4) to this Form 4.

F5

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.3650 to $82.3400, inclusive. The reporting person undertakes to provide to MGP Ingredients Inc. (MGPI), any security holder of MGPI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (5) to this Form 4.

F6

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.3700 to $83.0000, inclusive. The reporting person undertakes to provide to MGP Ingredients Inc. (MGPI), any security holder of MGPI, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (6) to this Form 4.

Remarks

The Reporting Person may be deemed to be part of a group due to the entry by certain persons into a Shareholders Agreement dated April 1, 2021 as previously disclosed on the Reporting Person's Form 3/A filing with respect to MGPI dated October 7, 2021. The Reporting Person disclaims beneficial ownership of the shares of the Issuer's common stock reported herein, except to the extent of his pecuniary interest therein. The original Form 4, filed on May 14, 2024, is being amended by this Form 4 amendment solely to correct a typographical error, which listed "2023" rather than "2024" for the transaction date of each sale.

Read the full filing on SEC EDGAR (opens in a new tab)