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Utz Brands, Inc. — Director's Dealing 2020
Sep 2, 2020
32124_dirs_2020-09-01_868b0059-00f7-46e8-8d6a-42a4b8898733.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Utz Brands, Inc. (UTZ)
CIK: 0001739566
Period of Report: 2020-08-28
Reporting Person: Collier Creek Partners LLC (Director, 10% Owner)
Reporting Person: Chu Chinh (10% Owner)
Reporting Person: DEROMEDI ROGER K (10% Owner)
Reporting Person: Giordano Jason K (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2020-08-28 | Class A common stock | J | 11680000 | — | Acquired | 11680000 | Direct |
| 2020-08-28 | Class A common stock | A | 3000000 | $10.00 | Acquired | 14680000 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2020-08-28 | Class B ordinary shares | $ | J | 11680000 | Disposed | Class A ordinary shares (11680000) | Direct | |
| 2020-08-28 | Warrants to purchase Class A common stock | $11.50 | A | 1000000 | Acquired | Class A common stock (1000000) | Direct |
Footnotes
F1: In connection with the Business Combination Agreement, dated June 5, 2020, by and among Collier Creek Holdings ("CCH"), Utz Brands Holdings, LLC ("Utz Brands Holdings"), and the other parties thereto (the transactions contemplated thereby, the "Business Combination"), CCH domesticated as a Delaware corporation (the "Domestication") and changed its name to "Utz Brands, Inc." ("Utz"). In connection with the Domestication, the Reporting Persons' Class B ordinary shares, par value $0.0001 per share, of CCH, which were previously convertible into Class A ordinary shares of CCH, were automatically converted into shares of Class A common stock of Utz, par value $0.0001 per share, on a one-for-one basis, and the Reporting Persons' warrants to purchase Class A ordinary shares became automatically exercisable for Class A common stock.
F2: Pursuant to the Forward Purchase Agreement, dated as of September 7, 2018, by and between CCH and Collier Creek Partners, LLC (the "Sponsor"), the Sponsor agreed to purchase, on a private placement basis upon the consummation of the Business Combination, certain Class A ordinary shares (automatically converted to Class A common stock pursuant to the Domestication) (the "Forward Purchase Shares") and warrants to purchase Class A ordinary shares, which automatically became exercisable for Class A common stock pursuant to the Domestication (the "Forward Purchase Warrants") for a combined price of $10.00 per Forward Purchase Share purchased. The Forward Purchase Warrants will become exercisable on September 27, 2020 and will expire on August 28, 2025 or earlier upon redemption or the liquidation of Utz, as described in the Warrant Agreement (filed as Exhibit 4.4 to CCH's registration statement on Form S-1 (File No. 333-227295)).
F3: The securities are held directly by the Sponsor. Chinh E. Chu, Roger K. Deromedi and Jason K. Giordano share voting and dispositive power over the securities held by the Sponsor. Chinh E. Chu, Roger K. Deromedi and Jason K. Giordano each disclaim beneficial ownership over any securities owned by the Sponsor other than to the extent of any pecuniary interest he may have therein, directly or indirectly.