0000950142-23-002809.txt : 20231117 0000950142-23-002809.hdr.sgml : 20231117 20231117172652 ACCESSION NUMBER: 0000950142-23-002809 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231115 FILED AS OF DATE: 20231117 DATE AS OF CHANGE: 20231117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARONSON NEAL K CENTRAL INDEX KEY: 0001040618 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39898 FILM NUMBER: 231420081 MAIL ADDRESS: STREET 1: 1180 PEACHTREE STREET NE. STREET 2: SUITE 2500 CITY: ATLANTA STATE: GA ZIP: 30309 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Driven Brands Holdings Inc. CENTRAL INDEX KEY: 0001804745 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] IRS NUMBER: 473595252 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 BUSINESS ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 704-377-8855 MAIL ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28202 FORMER COMPANY: FORMER CONFORMED NAME: RC Driven Holdings LLC DATE OF NAME CHANGE: 20200226 4 1 es230413471_4-aronson.xml OWNERSHIP DOCUMENT X0508 4 2023-11-15 0 0001804745 Driven Brands Holdings Inc. DRVN 0001040618 ARONSON NEAL K C/O ROARK CAPITAL MANAGEMENT, LLC 1180 PEACHTREE ST, SUITE 2500 ATLANTA GA 30309 1 0 1 1 See Remarks 0 Common Stock, par value $0.01 per share 68832571 I See footnote Common Stock, par value $0.01 per share 32758952 I See footnote Consists of shares held directly by Driven Equity Sub LLC. Driven Equity Sub LLC is controlled by Driven Equity LLC, which is controlled by RC Driven Holdco LLC, which is controlled by Roark Capital Partners III AIV LP, which is in turn controlled by its general partner, Roark Capital GenPar III LLC. Roark Capital GenPar III LLC is controlled by its managing member, Neal K. Aronson. Mr. Aronson may be deemed to have voting and dispositive power with respect to the common stock directly owned by Driven Equity Sub LLC and therefore be deemed to be the beneficial owner of such common stock, but disclaims beneficial ownership of such common stock except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that Mr. Aronson is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Consists of shares held directly by RC IV Cayman ICW Holdings Sub LLC. RC IV Cayman ICW Holdings Sub LLC is controlled by RC IV Cayman ICW Holdings LLC. RC IV Cayman ICW Holdings LLC is controlled by RC IV Cayman ICW Equity LLC. RC IV Cayman ICW Equity LLC is controlled by Roark Capital Partners IV Cayman AIV LP, which is in turn controlled by its general partner, Roark Capital GenPar IV Cayman AIV LP. Roark Capital GenPar IV Cayman AIV LP is controlled by its general partner, Roark Capital GenPar IV Cayman AIV Ltd. (Continued in FN3) (Continued from FN2) By virtue of being a member of a group with the RC IV Entities (as defined below), Mr. Aronson may be deemed to have voting and dispositive power with respect to the common stock directly owned by RC IV Cayman ICW Holdings Sub LLC and therefore be deemed to be the beneficial owner of such common stock, but disclaims beneficial ownership of such common stock except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that Mr. Aronson is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. In connection with a recapitalization of Driven Equity LLC, RC IV Cayman ICW Equity LLC acquired a pecuniary interest in shares held by Driven Equity LLC. The reporting person is a member of a 10% group with (i) Driven Equity Sub LLC, Driven Equity LLC, RC Driven Holdco LLC, Roark Capital Partners III AIV LP and Roark Capital GenPar III LLC and (ii) RC IV Cayman ICW Holdings Sub LLC, RC IV Cayman ICW Holdings LLC, RC IV Cayman ICW Equity LLC, Roark Capital Partners IV Cayman AIV LP, Roark Capital GenPar IV Cayman AIV LP and Roark Capital GenPar IV Cayman AIV Ltd. (such entities, the "RC IV Entities"). /s/ Neal Aronson 2023-11-17