0000921895-23-002725.txt : 20231207
0000921895-23-002725.hdr.sgml : 20231207
20231207172916
ACCESSION NUMBER: 0000921895-23-002725
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231201
FILED AS OF DATE: 20231207
DATE AS OF CHANGE: 20231207
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LICHTENSTEIN WARREN G
CENTRAL INDEX KEY: 0001005784
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35493
FILM NUMBER: 231473426
MAIL ADDRESS:
STREET 1: C/O STEEL PARTNERS II L P
STREET 2: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Steel Partners, Ltd.
CENTRAL INDEX KEY: 0001504325
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35493
FILM NUMBER: 231473425
BUSINESS ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-520-2300
MAIL ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SPH SPV-I LLC
CENTRAL INDEX KEY: 0001606923
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35493
FILM NUMBER: 231473423
BUSINESS ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-758-3232
MAIL ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WGL Capital LLC
CENTRAL INDEX KEY: 0001547324
STATE OF INCORPORATION: CO
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35493
FILM NUMBER: 231473424
BUSINESS ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 520-2300
MAIL ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: WGL Capital Corp.
DATE OF NAME CHANGE: 20120412
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: STEEL PARTNERS HOLDINGS L.P.
CENTRAL INDEX KEY: 0001452857
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS PRIMARY METAL PRODUCTS [3390]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-520-2300
MAIL ADDRESS:
STREET 1: 590 MADISON AVENUE, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER COMPANY:
FORMER CONFORMED NAME: WEBFINANCIAL L.P.
DATE OF NAME CHANGE: 20081229
4
1
form404197004lic_12072023.xml
OWNERSHIP DOCUMENT
X0508
4
2023-12-01
0
0001452857
STEEL PARTNERS HOLDINGS L.P.
SPLP
0001005784
LICHTENSTEIN WARREN G
C/O STEEL PARTNERS HOLDINGS L.P.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK
NY
10022
1
1
1
0
Executive Chairman
0001504325
Steel Partners, Ltd.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK
NY
10022
0
0
1
0
0001547324
WGL Capital LLC
590 MADISON AVENUE, 32ND FLOOR
NEW YORK
NY
10022
0
0
0
1
See Footnote 1
0001606923
SPH SPV-I LLC
590 MADISON AVENUE, 32ND FLOOR
NEW YORK
NY
10022
0
0
0
1
See Footnote 1
0
Common Units no par value
2023-12-01
4
G
0
778707
0
D
0
I
By 2020 GRAT #4
Common Units no par value
828024
D
Common Units no par value
2006387
I
By SPH SPV-I LLC
Common Units no par value
20000
I
By Son
Common Units no par value
5279428
I
By Steel Partners, Ltd.
Common Units no par value
1485000
I
By WGL Capital LLC
6% Series A Preferred Units
416948
D
This Form 4 is filed jointly by WGL Capital LLC ("WGL"), Steel Partners, Ltd. ("SPL"), SPH SPV-I LLC ("SPH SPV") and Warren G. Lichtenstein (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Units. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein.
The Form 4 filed by the Reporting Persons on May 4, 2023 discloses ownership of 867,730 Common Units held directly by the 2020 GRAT#4 (as defined below) and 739,001 Common Units held directly by Mr. Lichtenstein. Mr. Lichtenstein is the sole trustee and sole annuitant of the 2020 GRAT#4. Since the filing of the Form 4, 89,023 Common Units held directly by the 2020 GRAT#4 were transferred to Mr. Lichtenstein.
Mr. Lichtenstein, as the Chief Executive Officer of SPL, may be deemed to beneficially own the Common Units owned directly by SPL.
Mr. Lichtenstein, as the Managing Member of SPH SPV, may be deemed to beneficially own the Common Units owned directly by SPH SPV.
SPL, as the sole Member of WGL, and Mr. Lichtenstein, as the Manager of WGL and the Chief Executive Officer of SPL, may be deemed to beneficially own the Common Units owned directly by WGL.
Represents Common Units held by a grantor retained annuity trust ("2020 GRAT#4"). Mr. Lichtenstein, as the sole trustee and sole annuitant of the 2020 GRAT#4, may be deemed to beneficially own the securities held by the 2020 GRAT#4.
Mr. Lichtenstein disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Lichtenstein is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
By: /s/ Maria Reda, as Attorney-in-Fact for Warren G. Lichtenstein
2023-12-07
By: Steel Partners, Ltd., By: /s/ Maria Reda, as Attorney-in-Fact for Warren G. Lichtenstein, Chief Executive Officer
2023-12-07
By: WGL Capital LLC, By: /s/ Maria Reda, as Attorney-in-Fact for Warren G. Lichtenstein, Manager
2023-12-07
By: SPH SPV-I LLC, By: /s/ Maria Reda, as Attorney-in-Fact for Warren G. Lichtenstein, Managing Member
2023-12-07