0001719015-19-000002.txt : 20190404 0001719015-19-000002.hdr.sgml : 20190404 20190404133406 ACCESSION NUMBER: 0001719015-19-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190402 FILED AS OF DATE: 20190404 DATE AS OF CHANGE: 20190404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Balelo William Gonsalves CENTRAL INDEX KEY: 0001719015 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19731733 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Balelo Holdings LLC CENTRAL INDEX KEY: 0001718904 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19731734 BUSINESS ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 BUSINESS PHONE: 702-870-3559 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BALELO FAMILY IRREVOCABLE SUBTRUST CENTRAL INDEX KEY: 0001718911 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19731735 BUSINESS ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 BUSINESS PHONE: 702-870-3559 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BALELO FAMILY L.P. CENTRAL INDEX KEY: 0001718910 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 19731736 BUSINESS ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 BUSINESS PHONE: 702-870-3559 MAIL ADDRESS: STREET 1: 10889 EDEN RIDGE AVE CITY: LAS VEGAS STATE: NV ZIP: 89135 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Switch, Inc. CENTRAL INDEX KEY: 0001710583 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 821883953 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7135 SOUTH DECATUR BOULEVARD CITY: LAS VEGAS STATE: NV ZIP: 89118 BUSINESS PHONE: (702) 444-4111 MAIL ADDRESS: STREET 1: 7135 SOUTH DECATUR BOULEVARD CITY: LAS VEGAS STATE: NV ZIP: 89118 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2019-04-02 0 0001710583 Switch, Inc. SWCH 0001719015 Balelo William Gonsalves 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 0001718904 Balelo Holdings LLC 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 0001718911 BALELO FAMILY IRREVOCABLE SUBTRUST 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 0001718910 BALELO FAMILY L.P. 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 1 0 CLASS A COMMON STOCK 2019-04-02 4 C 0 2000000 10.57 A 2000000 I BY LLC CLASS A COMMON STOCK 2019-04-02 4 C 0 1500000 10.57 A 1500000 I BY TRUST CLASS A COMMON STOCK 2019-04-02 4 C 0 327276 10.57 A 327276 I BY LP CLASS B COMMON STOCK 2019-04-02 4 J 0 2000000 D 2000000 I BY LLC CLASS B COMMON STOCK 2019-04-02 4 J 0 1500000 D 1500000 I BY TRUST CLASS B COMMON STOCK 2019-04-02 4 J 0 327276 D 327276 I BY LP COMMON UNITS 10.57 2019-04-02 4 C 0 2000000 10.57 A CLASS A COMMON STOCK 2000000 6413000 I BY LLC COMMON UNITS 10.57 2019-04-02 4 C 0 1500000 10.57 A CLASS A COMMON STOCK 1500000 3860920 I BY TRUST COMMON UNITS 10.57 2019-04-02 4 C 0 327276 10.57 A CLASS A COMMON STOCK 327276 0 I BY LP The reporting person surrendered for redemption and conversion 2,000,000 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. The Common Units are redeemable on a one-for-one basis for shares of Class A Common Stock or, at the election of the Issuer, cash equal to the volume weighed average market price of one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date. Held by Balelo Holdings LLC, as to which Mr. Balelo is a Managing Member and maintains voting and dispositive control of these shares. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest. The reporting person surrendered for redemption and conversion 1,500,000 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. The Common Units are redeemable on a one-for-one basis for shares of Class A Common Stock or, at the election of the Issuer, cash equal to the volume weighed average market price of one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date. Held by Balelo Family Irrevocable Subtrust, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the trust and the trust beneficiaries are Mr. Balelo and his immediate family members. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest. The reporting person surrendered for redemption and conversion 327,276 common membership units in Switch, Ltd. ("Common Units") on a one-for-one basis for Issuer's Class A Common Stock. The Common Units are redeemable on a one-for-one basis for shares of Class A Common Stock or, at the election of the Issuer, cash equal to the volume weighed average market price of one share of Class A Common Stock for each Common Unit redeemed. The Common Units have no expiration date. Held by Balelo Family LP, as to which Mr. Balelo has the power to direct the sale or disposition of the shares held by the limited partnership and the partners are Mr. Balelo and his immediate family members. Mr. Balelo disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest. Upon the redemption and conversion of the Common Units into Class A Common Stock, one share of Issuer's Class B Common Stock held by the reporting person was forfeited and cancelled, without consideration, on a one-for-one basis for each share of Class A Common Stock acquired. The Class B Common Stock only confer voting rights (one vote per share) and do not confer economic rights. /s/ William Balelo 2019-04-04 /s/ William Balelo, Managing Member, Balelo Holdings, LLC 2019-04-04 /s/ William Balelo, Trustee, Balelo Family Irrevocable Substrust 2019-04-04 /s/ William Balelo, General Partner, Balelo Family, LP 2019-04-04