[Form 3] Core & Main, Inc. Initial Statement of Beneficial Ownership
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Core & Main, Inc. (CNM) executive Jeffrey D. Giles, EVP of Corporate Development, has filed an initial ownership report. He directly holds 2,283 shares of Class A common stock. In addition, a trust associated with him indirectly holds interests tied to 150,177 vested Units through Core & Main Management Feeder, LLC.
These vested Units are redeemable on a one-for-one basis into Paired Interests, consisting of Class B common stock and limited partnership interests, which are themselves exchangeable into Class A common stock or, in some cases, cash. The Class B common stock and limited partnership interests have no expiration date.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Giles Jeffrey D
Role
EVP, Corporate Development
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Class B Common Stock and Limited Partnership Interests | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock and Limited Partnership Interests — 150,177 shares (Indirect, By Trust);
Class A Common Stock — 2,283 shares (Direct)
Footnotes (1)
- Pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") are exchangeable at the discretion of the reporting person for shares of Class A common stock of the Issuer ("Class A common stock") on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date. Represents securities held by Core & Main Management Feeder, LLC ("Management Feeder") in respect of 150,177 vested common units ("Units") held indirectly by the reporting person through the Jeffrey D. Giles Revocable Trust (the "Trust"). Pursuant to the terms of the Fourth Amended and Restated LLC Agreement of Management Feeder, dated as of February 13, 2024 (as amended, the "LLC Agreement"), such vested Units held by the Trust are redeemable at the discretion of the Trust for Paired Interests, on a one-for-one basis.
