SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Cusumano Dino M

(Last) (First) (Middle)
C/O AIP, 450 LEXINGTON AVE, 40TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/05/2022
3. Issuer Name and Ticker or Trading Symbol
V2X, Inc. [ VEC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 18,500,001(1) I See footnote(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The Reporting Person disclaims beneficial ownership of the shares of common stock held by the AIP Funds Entities (as defined below) except to the extent of any pecuniary interest therein.
2. Represents 18,500,001 shares of common stock held directly or indirectly by American Industrial Partners Capital Fund VI, L.P. ("AIP Fund VI"), AIPCF VI Vertex Aerospace Funding LP ("Vertex Funding") and Vertex Aerospace Holdco LLC ("Vertex Holdco" and, together with AIP Fund VI and Vertex Funding, the "AIP Fund Entities"). AIPCF VI LLC ("AIP GP") is the general partner of AIP Fund VI. The Reporting Person is a senior managing member of AIP GP. AIP Fund VI is the managing member of AIP Vertex GP LLC, which is the general partner of Vertex Funding. Vertex Holdco is a direct, wholly owned subsidiary of Vertex Funding. Any action by AIP GP with respect to these shares, including voting and dispositive decisions, requires a unanimous vote of the managing members of AIP GP. Accordingly, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares held by the AIP Fund Entities.
3. The AIP Fund Entities disclaim status a "group" within the meaning of Rule 13d-5 of the Securities Exchange Act of 1934, as amended.
Remarks:
Exhibit List Exhibit 24.1 - Power of Attorney
/s/ Kevin T. Boyle , Attorney-in-Fact 07/07/2022
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.