0001719015-20-000001.txt : 20200113 0001719015-20-000001.hdr.sgml : 20200113 20200113133512 ACCESSION NUMBER: 0001719015-20-000001 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191001 FILED AS OF DATE: 20200113 DATE AS OF CHANGE: 20200113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Balelo William Gonsalves CENTRAL INDEX KEY: 0001719015 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 20523471 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 20523472 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 20523473 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 20523474 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/A 1 primary_doc.xml PRIMARY DOCUMENT X0306 4/A 2019-10-01 2019-10-01 1 0001710583 Switch, Inc. SWCH 0001719015 Balelo William Gonsalves 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 0 1 Below 10% beneficial owner 0001718904 Balelo Holdings LLC 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 0 1 Below 10% beneficial owner 0001718911 BALELO FAMILY IRREVOCABLE SUBTRUST 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 0 1 Below 10% beneficial owner 0001718910 BALELO FAMILY L.P. 10889 EDEN RIDGE AVE LAS VEGAS NV 89135 0 0 0 1 Below 10% beneficial owner CLASS B COMMON STOCK 2019-10-01 4 S 0 2450000 15.39 D 2863000 I BY LLC CLASS A COMMON STOCK 2019-10-01 4 C 0 770000 A 2790243 I BY LLC CLASS B COMMON STOCK 2019-10-01 4 J 0 770000 D 2093000 I BY LLC CLASS A COMMON STOCK 2019-10-01 4 C 0 113750 A 2771000 I BY TRUST CLASS B COMMON STOCK 2019-10-01 4 J 0 113750 D 2745920 I BY TRUST COMMON UNITS 15.39 2019-10-01 4 C 0 770000 15.39 D CLASS A COMMON STOCK 770000 2093000 I BY LLC COMMON UNITS 15.39 2019-10-01 4 C 0 113500 15.39 D CLASS A COMMON STOCK 113500 2745920 I BY TRUST The issuer purchased 2,450,000 Class B Common Stock shares from the reporting person at the price of $15.39 per share. Prices of securities reported in U.S. Dollars on a per share basis, not an aggregate basis. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. 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 770,000 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. 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. The reporting person surrendered for redemption and conversion 113,500 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 does not have the power to direct the sale or disposition of the shares held by the trust, and the trust beneficiaries are Mr. Balelo's immediate family members who do not have the power to direct the sale or disposition of the shares held by the trust. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. /s/ William Balelo 2020-01-13 /s/ William Balelo, Managing Member, Balelo Holdings, LLC 2020-01-13 /s/ William Balelo, Trustee, Balelo Family Irrevocable Subtrust 2020-01-13 /s/ William Balelo, General Partner, Balelo Family, LP 2020-01-13