Form 4 UWM Holdings Corp For: Mar 02 Filed by: AEG Holdings, LLC

September 28, 2021 5:47 PM EDT

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FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Gores Sponsor IV LLC

(Last) (First) (Middle)
9800 WILSHIRE BLVD

(Street)
BEVERLY HILLS CA 90212

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UWM Holdings Corp [ UWMC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock, par value $0.0001 per share 07/07/2021   J   6,975,198 D (1) 3,574,802 D  
Class A Common Stock, par value $0.0001 per share 07/07/2021   J   3,143,599 A (1) 3,143,599 I See footnotes (2) (10)
Class A Common Stock, par value $0.0001 per share 07/07/2021   J   30,000 A (1) 30,000 I See footnotes (3) (10)
Class A Common Stock, par value $0.0001 per share 07/07/2021   J   150,000 A (1) 150,000 I See footnotes (4) (10)
Class A Common Stock, par value $0.0001 per share 07/07/2021   J   150,000 A (1) 150,000 I See footnotes (5) (10)
Class A Common Stock, par value $0.0001 per share 07/27/2021   J   215,441 D (6) 3,359,361 D  
Class A Common Stock, par value $0.0001 per share 09/14/2021   J   3,359,361 D (7) 0 D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants to Purchase Shares of Class A Common Stock $ 11.5 03/02/2021   J (8)     5,047,539 02/20/2021 01/21/2026 Class A Common Stock, par value $0.0001 per share 5,047,539 (8) 202,461 I See footnotes (8) (10)
Warrants to Purchase Shares of Class A Common Stock $ 11.5 03/02/2021   J (8)   2,107,539   02/20/2021 01/21/2026 Class A Common Stock, par value $0.0001 per share 2,107,539 (8) 2,107,539 I See footnotes (8) (9) (10)
Explanation of Responses:
1. On July 7, 2021, Gores Sponsor IV LLC ("Sponsor") made an in-kind distribution of 6,975,198 shares of Class A common stock ("Shares") of UWM Holdings Corporation (the "Issuer"). AEG Holdings, LLC ("AEG") is the managing member of Sponsor. Alec Gores is the managing member of AEG. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by AEG and Sponsor.
2. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, AEG received 3,143,599 Shares in the distribution-in-kind.
3. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #4, a trust for the benefit of one of Mr. Gores's children, received 30,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
4. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #5, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
5. Of the 6,975,198 Shares distributed by Sponsor described in footnote 1 above, NBI Irrevocable Trust #6, a trust for the benefit of one of Mr. Gores's children, received 150,000 Shares in the distribution-in-kind.. As such, Alec Gores may be deemed to have beneficial ownership of the securities beneficially owned by the trust.
6. On July 27, 2021, Sponsor made an in-kind distribution of 215,441 Shares.
7. On September 14, 2021, Sponsor made an in-kind distribution of 3,359,361 Shares.
8. On March 2, 2021, Sponsor made an in-kind distribution of 5,047,539 warrants ("Warrants") to purchase 5,047,539 Shares.
9. Of the 5,047,539 Warrants distributed by Sponsor described in footnote 8 above, AEG received 2,107,539 Warrants in the distribution-in-kind.
10. Because of the relationship among the reporting persons, the reporting persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of such reporting person's pecuniary interest therein, if any. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the reporting persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
GORES SPONSOR IV LLC, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
** Signature of Reporting Person Date
AEG HOLDINGS, LLC, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
** Signature of Reporting Person Date
ALEC GORES, By: /s/ Andrew McBride, Attorney-in-Fact 09/28/2021
** 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 4 (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.


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