ValueAct Capital Management, L.P.'s Form 4/A amendment
AmendedLKQ Corp (LKQ) · filed Feb 6, 2023
- Accession no.
- 0001418812-23-000004
- Filed
- Feb 6, 2023, 7:55 PM ET
- Trade date
- Feb 1-3, 2023
- Filing delay
- 5 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Feb 3, 2023
This filing lists 3 non-derivative transactions. Open-market sales total $80.7M. It was filed 5 days after the trade.
This amendment replaces 0001418812-23-000003 (filed Feb 3, 2023).
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.
| Owner | Relationship to the company |
|---|---|
| ValueAct Capital Management, L.P.CIK 0001351069 | Director, Other: See Remarks |
| ValueAct Capital Management, LLCCIK 0001351073 | Director, Other: See Remarks |
| VA Partners I, LLCCIK 0001418812 | Director, Other: See Remarks |
| ValueAct Holdings GP, LLCCIK 0001418813 | Director, Other: See Remarks |
| ValueAct Holdings, L.P.CIK 0001418814 | Director, Other: See Remarks |
| ValueAct Capital Master Fund, L.P.CIK 0001464912 | Director, Other: See Remarks |
| ValueAct Holdings II, L.P.CIK 0001763309 | Director, Other: See Remarks |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 1, 2023 | Common Stock | SSaleDisposed | −579,238 | $57.88 | −$33,526,295.44 | 5,473,513 | Indirect | |
| Feb 2, 2023 | Common Stock | SSaleDisposed | −426,758 | $58.72 | −$25,059,229.76 | 5,046,755 | Indirect | |
| Feb 3, 2023 | Common Stock | SSaleDisposed | −383,088 | $57.76 | −$22,127,162.88 | 4,663,667 | Indirect |
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
This sale was made pursuant to a 10b5-1 plan.
- F2
Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F3
The securities reported herein are directly beneficially owned by ValueAct Capital Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P. , (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P. , (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.
Remarks
- The reporting persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such reporting person. This report shall not be deemed an admission that such reporting person is a member of a group or the beneficial owner of any securities not directly owned by such reporting person. - Jacob H. Welch, a Partner at ValueAct Capital, serves on the board of directors of the Issuer. As a result, the other reporting persons herein may be deemed directors by deputization.