0001062993-22-009025.txt : 20220330
0001062993-22-009025.hdr.sgml : 20220330
20220330185600
ACCESSION NUMBER: 0001062993-22-009025
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220328
FILED AS OF DATE: 20220330
DATE AS OF CHANGE: 20220330
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PEDERSEN GEORGE J
CENTRAL INDEX KEY: 0001144426
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-49604
FILM NUMBER: 22788384
MAIL ADDRESS:
STREET 1: 9 WEST 57TH STREET
STREET 2: SUITE 4170
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MANTECH INTERNATIONAL CORP
CENTRAL INDEX KEY: 0000892537
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741]
IRS NUMBER: 221852179
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2251 CORPORATE PARK DRIVE
CITY: HERNDON
STATE: VA
ZIP: 20171
BUSINESS PHONE: 703-218-6000
MAIL ADDRESS:
STREET 1: 2251 CORPORATE PARK DRIVE
CITY: HERNDON
STATE: VA
ZIP: 20171
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0306
4
2022-03-28
0000892537
MANTECH INTERNATIONAL CORP
MANT
0001144426
PEDERSEN GEORGE J
2251 CORPORATE PARK DRIVE
SUITE 600
HERNDON
VA
20171
0
0
1
0
Class A Common Stock
2022-03-28
4
C
0
11580000
A
11580000
D
Class A Common Stock
2022-03-29
4
S
0
2773389
79.3253
D
8806611
D
Class A Common Stock
2022-03-29
4
S
0
6611454
77.758
D
2195157
D
Class B Common Stock
2022-03-28
4
C
0
11580000
D
Class A Common Stock
11580000
1561760
D
Class B Common Stock
Class A Common Stock
1168
1168
I
By spouse
Class B Common Stock
Class A Common Stock
33767
33767
I
By fund
The conversion of Class B shares and other transactions reported herein were done as part of broader estate planning by Mr. Pedersen.
Mr. Pedersen sold these shares to The Pederson GST 2022 Trust (the "GST"). The trust's grantor is Mr. Pedersen, its trustee is his daughter, Jennifer A. Warren, and its beneficiaries are Mr. Pedersen's children and their descendants.
Mr. Pedersen sold these shares to The Pederson Nonexempt 2022 Trust (the "PNT"). The trust's grantor is Mr. Pedersen, its trustee is his daughter, Jennifer A. Warren, and its beneficiaries are Mr. Pedersen's children and their descendants.
The Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, and has no expiration date. On March 28, 2022, Mr. Pedersen converted a total of 11,580,000 shares of his Class B Common Stock into 11,580,000 shares of Class A Common Stock.
The shares were sold in a private transaction to the GST. The price was determined based on the opinion of an independent valuation firm, which reflects a discount to the market price given the large block of shares sold and other factors. The GST paid $22,000,000 in cash and executed a promissory note in the aggregate principal amount of $197,999,984 for the shares.
The shares were sold in a private transaction to the PNT. The price was determined based on the opinion of an independent valuation firm, which reflects a discount to the market price given the large block of shares sold and other factors. The PNT paid $51,409,330 in cash and marketable securities, and executed a promissory note in the aggregate principal amount of $462,683,945 for the shares.
The shares are held by the ManTech Special Assistance Fund, a fund over which Mr. Pedersen has voting and investment control and as to which Mr. Pedersen disclaims beneficial ownership.
/s/ Michael R. Putnam, by power of attorney
2022-03-30