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OMAD One Madison Corp. Class A Ordinary Shares

9.88
0.00 (0.00%)
Pre Market
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type
One Madison Corp. Class A Ordinary Shares NYSE:OMAD NYSE Ordinary Share
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 9.88 0.00 01:00:00

Statement of Changes in Beneficial Ownership (4)

06/06/2019 12:53am

Edgar (US Regulatory)


FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Bobba Bharani
2. Issuer Name and Ticker or Trading Symbol

Ranpak Holdings Corp. [ PACK ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
_____ Officer (give title below)      __ X __ Other (specify below)
Former Officer
(Last)          (First)          (Middle)

7990 AUBURN ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

6/3/2019
(Street)

CONCORD TOWNSHIP, OH 44077
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ 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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   (1) 6/3/2019     C    43272   (2) A   (3) 43272   D    
Class A common stock   6/3/2019     M    2261   A   (3) 45533   D    
Class A common stock   6/3/2019     A    603   A $10.00   46136   D    
Class A common stock   6/3/2019     A    17000   A $10.00   (4) 63136   D    
Class A common stock   6/3/2019     A    731   A   (5) 63867   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Class B common stock   (1)   (3) 6/3/2019     C         43272    6/3/2019     (3) Class A or Class C common stock   100000     (3) 0   D    
Class B common stock     (3) 6/3/2019     M         2261    6/3/2019     (3) Class A or Class C common stock   2261     (3) 0   D    
Warrants (Right to buy)   $11.50   6/3/2019     D         7306      (6)   (6) Class A or Class C common stock   7306     (5) 0   D    
Warrants (Right to buy)   $11.50   6/3/2019     A      3014         (7)   (7) Class A common stock   3014     (4) 3014   D    

Explanation of Responses:
(1)  The transaction described herein is exempt under Rule 16b-6(b) as the conversion of a derivative security.
(2)  One-third of this Class A common stock has vested and the remaining two-thirds will vest in equal installments on June 3, 2020 and June 3, 2021, respectively. These shares of Class A common stock are subject to forfeiture if certain earnout targets are not met.
(3)  The shares of Class B common stock automatically converts into Class A common stock effective as of the closing of the previously announced business combination between One Madison Corporation and Rack Holdings, Inc. and Ranpak Corp., which closing occurred on June 3, 2019 (the "Ranpak Business Combination").
(4)  Pursuant to a forward purchase agreement, contingent on the completion of the Ranpak Business Combination, Mr. Bobba agreed to purchase shares of Class A common stock for $10.00 per share. In connection with the purchase of the shares of Class A common stock under the forward purchase agreement, Mr. Bobba was also entitled to receive one warrant for every three shares of Class A common stock that was issued and sold to Mr. Bobba.
(5)  Effective as of the Ranpak Business Combination, the issuer canceled, pursuant to the issuer's warrant exchange program, the warrants granted to Mr. Bobba on January 22, 2018. In exchange for the warrants, Mr. Bobba received 731 shares of Class A common stock from the issuer.
(6)  Each of the canceled warrants would have entitled Mr. Bobba to purchase one share of either Class A or Class C common stock per warrant. If they had not been canceled, the warrants could have been exercised during the period commencing 30 days after the Ranpak Business Combination and terminating at 5:00 p.m. New York City time on the date that is five years after the Ranpak Business Combination.
(7)  The warrant may be exercised during the period commencing 30 days after the Ranpak Business Combination and terminating at 5:00 p.m. New York City time on the date that is five years after the Ranpak Business Combination.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Bobba Bharani
7990 AUBURN ROAD
CONCORD TOWNSHIP, OH 44077



Former Officer

Signatures
/s/ Michele Smolin, attorney-in-fact 6/5/2019
** 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 control number.

1 Year One Madison Corp. Class A Ordinary Shares Chart

1 Year One Madison Corp. Class A Ordinary Shares Chart

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1 Month One Madison Corp. Class A Ordinary Shares Chart

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