0000899243-19-030124.txt : 20191227 0000899243-19-030124.hdr.sgml : 20191227 20191227185454 ACCESSION NUMBER: 0000899243-19-030124 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191224 FILED AS OF DATE: 20191227 DATE AS OF CHANGE: 20191227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hostess CDM Co-Invest, LLC CENTRAL INDEX KEY: 0001689843 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37540 FILM NUMBER: 191314442 BUSINESS ADDRESS: STREET 1: 200 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-629-6644 MAIL ADDRESS: STREET 1: 200 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hostess Brands, Inc. CENTRAL INDEX KEY: 0001644406 STANDARD INDUSTRIAL CLASSIFICATION: BAKERY PRODUCTS [2050] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 EAST ARMOUR BOULEVARD CITY: KANSAS CITY STATE: MO ZIP: 64111 BUSINESS PHONE: 816-701-4600 MAIL ADDRESS: STREET 1: 1 EAST ARMOUR BOULEVARD CITY: KANSAS CITY STATE: MO ZIP: 64111 FORMER COMPANY: FORMER CONFORMED NAME: Gores Holdings, Inc. DATE OF NAME CHANGE: 20150608 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-12-24 0 0001644406 Hostess Brands, Inc. TWNK 0001689843 Hostess CDM Co-Invest, LLC 200 GREENWICH AVENUE GREENWICH CT 06830 0 0 0 1 See Remarks Class A Common Stock 2019-12-24 4 J 0 60182 A 60182 D Class A Common Stock 2019-12-24 4 S 0 60182 14.4945 D 0 D Class A Common Stock 2019-12-26 4 J 0 85000 A 85000 D Class A Common Stock 2019-12-26 4 S 0 85000 14.5324 D 0 D Class A Common Stock 2019-12-27 4 J 0 63631 A 63631 D Class A Common Stock 2019-12-27 4 S 0 63631 14.5797 D 0 D Class B Common Stock 2019-12-24 4 J 0 60182 D Class A Common Stock 60182 8704607 D Class B Common Stock 2019-12-26 4 J 0 85000 D Class A Common Stock 85000 8619607 D Class B Common Stock 2019-12-27 4 J 0 63631 D Class A Common Stock 63631 8555976 D Pursuant to the Exchange Agreement, dated November 4, 2016, by and between Hostess Brands, Inc. (the "Issuer"), the reporting person and the other parties thereto (the "Exchange Agreement"), each share of Class B Common Stock may be exchanged for one share of Class A Common Stock of the Issuer, if exchanged together with one Class B Unit of Hostess Holdings, L.P. The exchange rights under the Exchange Agreement do not expire. Reflects the weighted average price of sales on December 24, 2019. The shares were sold pursuant to a 10b5-1 trading plan in multiple transactions at prices ranging from $14.46 to $14.52, inclusive. The 10b5-1 trading plan was established by C. Dean Metropoulos, the controlling person of the reporting person, as of December 16, 2019 to provide for sales of shares, from time to time, by entities controlled thereby, within pre-determined price and quantity limits. The reporting person undertakes to provide to Hostess Brands, Inc., any security holder of Hostess Brands, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. Reflects the weighted average price of sales on December 26, 2019. The shares were sold pursuant to a 10b5-1 trading plan in multiple transactions at prices ranging from $14.43 to $14.59, inclusive. The 10b5-1 trading plan was established by C. Dean Metropoulos, the controlling person of the reporting person, as of December 16, 2019 to provide for sales of shares, from time to time, by entities controlled thereby, within pre-determined price and quantity limits. The reporting person undertakes to provide to Hostess Brands, Inc., any security holder of Hostess Brands, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. Reflects the weighted average price of sales on December 27, 2019. The shares were sold pursuant to a 10b5-1 trading plan in multiple transactions at prices ranging from $14.54 to $14.64, inclusive. The 10b5-1 trading plan was established by C. Dean Metropoulos, the controlling person of the reporting person, as of December 16, 2019 to provide for sales of shares, from time to time, by entities controlled thereby, within pre-determined price and quantity limits. The reporting person undertakes to provide to Hostess Brands, Inc., any security holder of Hostess Brands, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. Member of Director/10% owner group /s/ C. Dean Metropoulos 2019-12-27