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*
Mudrick Capital Management, L.P.

(Last) (First) (Middle)
527 MADISON AVENUE, 6TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Thryv Holdings, Inc. [ THRY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Director
3. Date of Earliest Transaction (Month/Day/Year)
04/05/2022
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 04/05/2022 S 500(3) D $30.53(4) 8,204,586(5) I See Notes(1)(2)
Common Stock 04/05/2022 S 54,950(6) D $29.36(7) 8,149,636(8) I See Notes(1)(2)
Common Stock 04/06/2022 S 60,000(9) D $28.77(10) 8,089,636(11) I See Notes(1)(2)
Common Stock 04/07/2022 S 101,703(12) D $28.07(13) 7,987,933(14) I See Notes(1)(2)
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*
Mudrick Capital Management, L.P.

(Last) (First) (Middle)
527 MADISON AVENUE, 6TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Director
1. Name and Address of Reporting Person*
Mudrick Jason

(Last) (First) (Middle)
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Director
1. Name and Address of Reporting Person*
Mudrick Distressed Opportunity Fund Global, LP

(Last) (First) (Middle)
527 MADISON AVENUE, 6TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Director
1. Name and Address of Reporting Person*
Verto Direct Opportunity II, LP

(Last) (First) (Middle)
C/O MUDRICK CAPITAL MANAGEMENT, L.P.
527 MADISON AVENUE, 6TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Former Director
Explanation of Responses:
1. This Form 4 is filed by the following Reporting Persons: Mudrick Capital Management, L.P. ("MCM"), Jason Mudrick, Mudrick Distressed Opportunity Fund Global, LP, and Verto Direct Opportunity II, LP.
2. Mr. Mudrick is the sole member of Mudrick Capital Management, LLC, which is the general partner of MCM. MCM is the investment manager of the following entities: Mudrick Distressed Opportunity Fund Global, LP; Mudrick Distressed Opportunity Drawdown Fund II, LP; Verto Direct Opportunity II, LP; Boston Patriot Batterymarch St LLC; Blackwell Partners LLC Series A; and P Mudrick LTD. Mr. Mudrick is the managing member of Verto Direct Opportunity GP, LLC, which is the general partner of Verto Direct Opportunity II, LP. Each Reporting Person and each of the aforementioned entities disclaims beneficial ownership of any equity securities of the Issuer except to the extent of such person's or entity's pecuniary interest therein, if any.
3. Represents shares of Common Stock sold by the following entities: 150 by Mudrick Distressed Opportunity Fund Global, LP; 58 by Blackwell Partners LLC Series A; 77 by Boston Patriot Batterymarch St LLC; 15 by P Mudrick Ltd.; 67 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 128 by Verto Direct Opportunity II, LP; and 5 by Verto Direct Opportunity GP, LLC (through Jason Mudrick to whom these shares were distributed in connection with the sale).
4. The shares of Common Stock were sold in multiple transactions at prices ranging from $30.525 to $30.5275, inclusive. The Reporting Persons undertake to provide to the Issuer, any securityholder or the Securities and Exchange Commission upon request, full information regarding the number shares sold at each separate price within the range.
5. Represents shares of Common Stock directly held following the sale as follows: 2,450,866 by Mudrick Distressed Opportunity Fund Global, LP; 957,428 by Blackwell Partners LLC Series A; 1,261,927 by Boston Patriot Batterymarch St LLC; 242,132 by P Mudrick LTD; 1,106,510 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 2,107,638 by Verto Direct Opportunity II, LP; and 78,085 by Verto Direct Opportunity GP, LLC.
6. Represents shares of Common Stock sold by the following entities: 16,414 by Mudrick Distressed Opportunity Fund Global, LP; 6,413 by Blackwell Partners LLC Series A; 8,452 by Boston Patriot Batterymarch St LLC; 1,621 by P Mudrick Ltd.; 7,411 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 14,116 by Verto Direct Opportunity II, LP; and 523 by Verto Direct Opportunity GP, LLC (through Jason Mudrick to whom these shares were distributed in connection with the sale).
7. The shares of Common Stock were sold in multiple transactions at prices ranging from $29.35 to $29.48, inclusive. The Reporting Persons undertake to provide to the Issuer, any securityholder or the Securities and Exchange Commission upon request, full information regarding the number shares sold at each separate price within the range.
8. Represents shares of Common Stock directly held following the sale as follows: 2,434,452 by Mudrick Distressed Opportunity Fund Global, LP; 951,015 by Blackwell Partners LLC Series A; 1,253,475 by Boston Patriot Batterymarch St LLC; 240,511 by P Mudrick LTD; 1,099,099 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 2,093,522 by Verto Direct Opportunity II, LP; and 77,562 by Verto Direct Opportunity GP, LLC.
9. Represents shares of Common Stock sold by the following entities: 17,923 by Mudrick Distressed Opportunity Fund Global, LP; 7,002 by Blackwell Partners LLC Series A; 9,228 by Boston Patriot Batterymarch St LLC; 1,771 by P Mudrick Ltd.; 8,092 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 15,413 by Verto Direct Opportunity II, LP; and 571 by Verto Direct Opportunity GP, LLC (through Jason Mudrick to whom these shares were distributed in connection with the sale).
10. The shares of Common Stock were sold in multiple transactions at prices ranging from $28.50 to $29.15, inclusive. The Reporting Persons undertake to provide to the Issuer, any securityholder or the Securities and Exchange Commission upon request, full information regarding the number shares sold at each separate price within the range.
11. Represents shares of Common Stock directly held following the sale as follows: 2,416,529 by Mudrick Distressed Opportunity Fund Global, LP; 944,013 by Blackwell Partners LLC Series A; 1,244,247 by Boston Patriot Batterymarch St LLC; 238,740 by P Mudrick LTD; 1,091,007 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 2,078,109 by Verto Direct Opportunity II, LP; and 76,991 by Verto Direct Opportunity GP, LLC.
12. Represents shares of Common Stock sold by the following entities: 30,381 by Mudrick Distressed Opportunity Fund Global, LP; 11,868 by Blackwell Partners LLC Series A; 15,643 by Boston Patriot Batterymarch St LLC; 3,001 by P Mudrick Ltd.; 13,716 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 26,126 by Verto Direct Opportunity II, LP; and 968 by Verto Direct Opportunity GP, LLC (through Jason Mudrick to whom these shares were distributed in connection with the sale).
13. The shares of Common Stock were sold in multiple transactions at prices ranging from $28.00 to $28.735, inclusive. The Reporting Persons undertake to provide to the Issuer, any securityholder or the Securities and Exchange Commission upon request, full information regarding the number shares sold at each separate price within the range.
14. Represents shares of Common Stock directly held following the sale as follows: 2,386,148 by Mudrick Distressed Opportunity Fund Global, LP; 932,145 by Blackwell Partners LLC Series A; 1,228,604 by Boston Patriot Batterymarch St LLC; 235,739 by P Mudrick LTD; 1,077,291 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 2,051,983 by Verto Direct Opportunity II, LP; and 76,023 by Verto Direct Opportunity GP, LLC.
Remarks:
Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference.
See Signatures Included in Exhibit 99.1 04/07/2022
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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