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*
Makaira Partners LLC

(Last) (First) (Middle)
7776 IVANHOE AVENUE #250

(Street)
LA JOLLA CA 92037

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Wesco Aircraft Holdings, Inc [ WAIR ]
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)
08/31/2017
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 08/31/2017 P 20,100 A $8.4788(1) 35,533 I See footnote(2)
Common Stock 10,173,818 I See footnote(3)
Common Stock 13,487 I See footnote(4)
Common Stock 49,200 I See footnote(5)
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*
Makaira Partners LLC

(Last) (First) (Middle)
7776 IVANHOE AVENUE #250

(Street)
LA JOLLA CA 92037

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Bancroft Thomas

(Last) (First) (Middle)
C/O WESCO AIRCRAFT HOLDINGS, INC.
24911 AVENUE STANFORD

(Street)
VALENCIA CA 91355

(City) (State) (Zip)
Explanation of Responses:
1. The price reported is a weighted average price. These shares were purchased in multiple transactions at per share prices ranging from $8.4274 to $8.595. The Reporting Persons undertake to provide the Company, any security holder of the Company or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
2. By family members of Thomas Bancroft. Mr. Bancroft disclaims beneficial ownership for purposes of Section 16 of the Exchange Act of all securities reported herein, except to the extent of his pecuniary interest therein. Makaira Partners LLC disclaims beneficial ownership of such shares and disclaims membership in a group with Mr. Bancroft.
3. By Makaira Partners LLC. Mr. Bancroft is the Managing Member, Portfolio Manager and Chief Investment Officer of Makaira Partners LLC. Mr. Bancroft disclaims beneficial ownership for purposes of Section 16 of the Exchange Act of all securities reported herein, except to the extent of his pecuniary interest therein.
4. By Mr. Bancroft. Mr. Bancroft is the Managing Member, Portfolio Manager and Chief Investment Officer of Makaira Partners LLC. Makaira Partners LLC disclaims beneficial ownership of such shares and disclaims membership in a group with Mr. Bancroft.
5. By Mr. Bancroft's IRA. Makaira Partners LLC disclaims beneficial ownership of such shares and disclaims membership in a group with Mr. Bancroft.
Remarks:
Makaira Partners LLC, by: /s/ Sean Hidey, Chief Operating Officer and Chief Compliance Officer 09/05/2017
Thomas Bancroft, by: /s/ John G. Holland, as Attorney-in-Fact 09/05/2017
** 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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