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) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2022
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 08/03/2022 S 331,826(3) D $24.66(4) 4,779,818(5) I See Notes(1)(2)
Common Stock 08/04/2022 S 695,765(6) D $26.04(7) 4,084,053(8) I See Notes(1)(2)
Common Stock 08/04/2022 S 511,759(9) D $26.99(10) 3,572,294(11) I See Notes(1)(2)
Common Stock 08/05/2022 S 89,982(12) D $26.17(13) 3,482,312(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)
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)
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)
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)
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: 99,123 by Mudrick Distressed Opportunity Fund Global, LP; 38,722 by Blackwell Partners LLC Series A; 51,037 by Boston Patriot Batterymarch St LLC; 9,793 by P Mudrick Ltd.; 44,752 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 85,241 by Verto Direct Opportunity II, LP; and 3,158 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 $24.25 to $24.94, 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: 1,427,822 by Mudrick Distressed Opportunity Fund Global, LP; 557,780 by Blackwell Partners LLC Series A; 735,171 by Boston Patriot Batterymarch St LLC; 141,062 by P Mudrick Ltd.; 644,628 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 1,227,865 by Verto Direct Opportunity II, LP; and 45,490 by Verto Direct Opportunity GP, LLC.
6. Represents shares of Common Stock sold by the following entities: 207,838 by Mudrick Distressed Opportunity Fund Global, LP; 81,192 by Blackwell Partners LLC Series A; 107,014 by Boston Patriot Batterymarch St LLC; 20,533 by P Mudrick Ltd.; 93,834 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 178,732 by Verto Direct Opportunity II, LP; and 6,622 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 $26.00 to $26.74, 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: 1,219,984 by Mudrick Distressed Opportunity Fund Global, LP; 476,588 by Blackwell Partners LLC Series A; 628,157 by Boston Patriot Batterymarch St LLC; 120,529 by P Mudrick Ltd.; 550,794 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 1,049,133 by Verto Direct Opportunity II, LP; and 38,868 by Verto Direct Opportunity GP, LLC.
9. Represents shares of Common Stock sold by the following entities: 152,872 by Mudrick Distressed Opportunity Fund Global, LP; 59,720 by Blackwell Partners LLC Series A; 78,712 by Boston Patriot Batterymarch St LLC; 15,104 by P Mudrick Ltd.; 69,018 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 131,463 by Verto Direct Opportunity II, LP; and 4,870 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 $26.75 to $27.71, 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: 1,067,112 by Mudrick Distressed Opportunity Fund Global, LP; 416,868 by Blackwell Partners LLC Series A; 549,445 by Boston Patriot Batterymarch St LLC; 105,425 by P Mudrick Ltd.; 481,776 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 917,670 by Verto Direct Opportunity II, LP; and 33,998 by Verto Direct Opportunity GP, LLC.
12. Represents shares of Common Stock sold by the following entities: 26,879 by Mudrick Distressed Opportunity Fund Global, LP; 10,501 by Blackwell Partners LLC Series A; 13,840 by Boston Patriot Batterymarch St LLC; 2,656 by P Mudrick Ltd.; 12,135 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 23,115 by Verto Direct Opportunity II, LP; and 856 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 $25.90 to $26.32, 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: 1,040,233 by Mudrick Distressed Opportunity Fund Global, LP; 406,367 by Blackwell Partners LLC Series A; 535,605 by Boston Patriot Batterymarch St LLC; 102,769 by P Mudrick Ltd.; 469,641 by Mudrick Distressed Opportunity Drawdown Fund II, LP; 894,555 by Verto Direct Opportunity II, LP; and 33,142 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 08/05/2022
** 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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