REV Group, Inc. — Director's Dealing 2024

Mar 15, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: REV Group, Inc. (REVG)
CIK: 0001687221
Period of Report: 2024-03-15

Reporting Person: AMERICAN INDUSTRIAL PARTNERS CAPITAL FUND IV LP (No longer a 10% owner.)
Reporting Person: American Industrial Partners Capital Fund IV (Parallel), L.P. (No longer a 10% owner.)
Reporting Person: AIP/CHC Holdings, LLC (No longer a 10% owner.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-03-15	Common Stock	S	7395191	$17.25	Disposed	1767314	Direct

Footnotes

F1: The 7,395,191 shares covered by this Statement were disposed of pursuant to the registered offering contemplated by the prospectus included in the Issuer's registration statement on Form S-3 (File No. 333-276009).

F2: This Statement is being filed by American Industrial Partners Capital Fund IV, LP., American Industrial Partners Capital Fund IV (Parallel), LP and AIP/CHC Holdings, LLC (collectively, the "Reporting Persons"). The principal business address of each Reporting Person is 450 Lexington Ave, 40th Floor, New York, New York 10017. Each of the Reporting Persons was party to a stockholders agreement that related to the voting of the shares covered by this Report and, as such, previously may have been deemed to be a member, or members, of a group holding over 10% of the outstanding Common Stock of the Issuer for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.

F3: The 1,767,314 shares represent (i) 0 shares of common stock held by American Industrial Partners Capital Fund IV, LP. ("Fund IV"), (ii) 0 shares of common stock held by American Industrial Partners Capital Fund IV (Parallel), LP ("Parallel Fund") and (iii) 1,767,314 shares of common stock held by AIP/CHC Holdings, LLC ("AIP Holdings" and, together with Fund IV and Parallel Fund, the "AIP Funds"). AIP CF IV, LLC ("AIP GP") is the general partner of Fund IV and the Parallel Fund. Dino Cusumano is the senior managing member of AIP GP. He is also a managing member of AIP/CHC Investors, LLC, which is the managing member of AIP Holdings. As a result of the above, Mr. Cusumano may be deemed to share voting and dispositive power with respect to the shares held by the AIP Funds.