SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Aurora Advisors II LLC

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DOUGLAS DYNAMICS, INC [ PLOW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/06/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 12/06/2011 S 1,511,959 (1) D $14.25 0 (2) (3) D
Common Stock 12/06/2011 S 6,300 (4) D $14.25 0 D
Common Stock 12/06/2011 S 2,520 (5) D $14.25 0 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
1. Name and Address of Reporting Person*
Aurora Advisors II LLC

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AURORA CAPITAL PARTNERS II L P

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aurora Equity Partners II LP

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aurora Overseas Advisors II LDC

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aurora Overseas Capital Partners II LP

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aurora Overseas Equity Partners II LP

(Last) (First) (Middle)
10877 WILSHIRE BLVD.
SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Mapes John T

(Last) (First) (Middle)
C/O AURORA EQUITY PARTNERS II LP
10877 WILSHIRE BLVD. SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PARSKY GERALD L

(Last) (First) (Middle)
C/O AURORA EQUITY PARTNERS II LP
10877 WILSHIRE BLVD. SUITE 2100

(Street)
LOS ANGELES CA 90024

(City) (State) (Zip)
Explanation of Responses:
1. Consists of 1,492,152 shares sold by Aurora Equity Partners II L.P. ("AEPII") and 19,807 shares sold by Aurora Overseas Equity Partners II, L.P. ("AOEPII").
2. Aurora Capital Partners II LP ("ACPII") is the general partner of AEPII. Aurora Overseas Capital Partners II, LP ("AOCPII") is the general partner of AOEPII. Aurora Advisors II LLC ("AAII") is the general partner of ACPII. Aurora Overseas Advisors II, LDC ("AOAII") is the general partner of AOCPII. AEPII, AOEPII, ACPII, AOCPII, AAII, and AOAII are collectively referred to as the "Aurora Entities." In their capacities as direct or indirect general partners of AEPII and/or AOEPII, ACPII, AOCPII, AAII, and AOAII may be deemed to have a pecuniary interest in an indeterminable portion of the shares owned or controlled by AEPII and AOEPII. ACPII, AOCPII, AAII, and AOAII disclaim beneficial ownership of all such shares except to the extent that they may be deemed to have a pecuniary interest therein.
3. Messrs. Mapes and Parsky are controlling persons of the Aurora Entities. As such, they may be deemed to have a pecuniary interest in an indeterminable portion of the shares owned or controlled by the Aurora Entities. Messrs. Mapes and Parsky disclaim beneficial ownership of all such shares except to the extent that they may be deemed to have a pecuniary interest therein.
4. Consists of shares sold by Mr. Parsky's 401(k) account.
5. Consists of shares sold by Mr. Mapes' 401(k) account.
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC 12/06/2011
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC, General Partner of Aurora Capital Partners II LP 12/06/2011
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC, General Partner of Aurora Capital Partners II LP, General Partner of Aurora Equity Partners II LP 12/06/2011
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC 12/06/2011
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC, General Partner of Aurora Overseas Capital Partners II, LP 12/06/2011
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC, General Partner of Aurora Overseas Capital Partners, LP, General Partner of Aurora Overseas Equity Partners II, LP 12/06/2011
/s/ Timothy J. Hart as Attorney-in-Fact for John T. Mapes 12/06/2011
/s/ Timothy J. Hart as Attorney-in-Fact for Gerald L. Parsky 12/06/2011
** Signature of Reporting Person Date
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).
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