0000899243-21-018736.txt : 20210507 0000899243-21-018736.hdr.sgml : 20210507 20210507181953 ACCESSION NUMBER: 0000899243-21-018736 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210506 FILED AS OF DATE: 20210507 DATE AS OF CHANGE: 20210507 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gores Alec E CENTRAL INDEX KEY: 0001322454 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40265 FILM NUMBER: 21904458 MAIL ADDRESS: STREET 1: 10877 WILSHIRE BOULEVARD STREET 2: 18TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GG Sponsor, LLC CENTRAL INDEX KEY: 0001852693 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40265 FILM NUMBER: 21904460 BUSINESS ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: (303) 531-3100 MAIL ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AEG Holdings, LLC CENTRAL INDEX KEY: 0001694360 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40265 FILM NUMBER: 21904459 BUSINESS ADDRESS: STREET 1: 6260 LOOKOUT RD. CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 303-531-1000 MAIL ADDRESS: STREET 1: 6260 LOOKOUT RD. CITY: BOULDER STATE: CO ZIP: 80301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gores Guggenheim, Inc. CENTRAL INDEX KEY: 0001847127 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 854385646 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 303-531-3100 MAIL ADDRESS: STREET 1: 6260 LOOKOUT ROAD CITY: BOULDER STATE: CO ZIP: 80301 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-05-06 0 0001847127 Gores Guggenheim, Inc. GGPI 0001852693 GG Sponsor, LLC C/O GORES GUGGENHEIM, INC. 6260 LOOKOUT ROAD BOULDER CO 80301 1 0 1 0 0001694360 AEG Holdings, LLC 6260 LOOKOUT ROAD BOULDER CO 80301 1 0 1 0 0001322454 Gores Alec E 6260 LOOKOUT ROAD BOULDER CO 80301 1 0 1 0 Class F Common Stock, par value $0.0001 per share 2021-05-06 4 D 0 781250 0.00 D Class A Common Stock, par value $0.0001 per share 781250 9962500 I See Footnotes Pursuant to the Amended and Restated Certificate of Incorporation of Gores Guggenheim, Inc. (the "Issuer"), shares of Class F common stock, par value $0.0001 per share (the "Class F Shares") have no expiration date and (i) are convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-253338). Consists of the Reporting Persons' (as defined below) pecuniary interest in 781,250, or 50%, of the aggregate of 1,562,500 shares of Class F common stock forfeited by Gores Guggenheim Sponsor LLC ("Sponsor"), of which GG Sponsor, LLC ("GG") is a managing member. The Sponsor forfeited the 1,562,500 shares of Class F common stock to the Issuer for no consideration, which was exempted pursuant to Rule 16b-3(e), in connection with the election of the underwriters of the Issuer's initial public offering not to exercise the remaining unused portion of the over-allotment option. AEG Holdings, LLC ("AEG") is the sole member of GG. Alec Gores is the managing member of AEG (and together with GG and AEG, the "Reporting Persons"). Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests. By: /s/ Andrew McBride, Attorney-in-Fact for GG Sponsor, LLC 2021-05-07 By: /s/ Andrew McBride, Attorney-in-Fact for AEG Holdings, LLC 2021-05-07 By: /s/ Andrew McBride, Attorney-in-Fact for Alec E. Gores 2021-05-07