Statement of Changes in Beneficial Ownership (4)
September 01 2021 - 4:56PM
Edgar (US Regulatory)
FORM 4
[ ]
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
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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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1. Name and Address of Reporting Person
*
Hobson Christopher |
2. Issuer Name and Ticker or Trading Symbol
Core-Mark Holding Company, LLC
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CORE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Chief Operating Officer |
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(Last)
(First)
(Middle)
1500 SOLANA BLVD, SUITE 3400 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/1/2021 |
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(Street)
WESTLAKE, TX 76262
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Coremark Common Stock | 9/1/2021 | | D | | 105698 | D | (1) | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
| 2019 Performance Shares | (2) | 9/1/2021 | | D | | | 6094 | (2) | (2) | Coremark Common Stock | 6094 | (2) | 0 | D | |
| 2020 Performance Shares | (2) | 9/1/2021 | | D | | | 11626 | (2) | (2) | Coremark Common Stock | 11626 | (2) | 0 | D | |
| 2021 Performance Shares | (2) | 9/1/2021 | | D | | | 15895 | (2) | (2) | Coremark Common Stock | 15895 | (2) | 0 | D | |
| 2019 RSU Grant | (3) | 9/1/2021 | | D | | | 4155 | (3) | (3) | Coremark Common Stock | 4155 | (3) | 0 | D | |
| 2020 RSU Grant | (3) | 9/1/2021 | | D | | | 8612 | (3) | (3) | Coremark Common Stock | 8612 | (3) | 0 | D | |
| 2021 RSU Grant | (3) | 9/1/2021 | | D | | | 10597 | (3) | (3) | Coremark Common Stock | 10597 | (3) | 0 | D | |
| Explanation of Responses: |
| (1) | Converted pursuant to the Agreement and Plan of Merger (the "Merger Agreement") between Core-Mark Holding Company, Inc. ("CORE") and Performance Food Group Company ("PFGC") into $23.875 in cash and 0.44 shares of PFGC for each share of CORE. |
| (2) | Converted pursuant to the Merger Agreement into restricted stock units of PFGC based on the performance target levels previously determined by the Board and the Equity Award Exchange Ratio as set forth in the Merger Agreement. |
| (3) | Converted pursuant to the Merger Agreement into a number of restricted stock units of PFGC based on the Equity Award Exchange Ratio as set forth in the Merger Agreement. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Hobson Christopher
1500 SOLANA BLVD, SUITE 3400
WESTLAKE, TX 76262 |
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| EVP, Chief Operating Officer |
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Signatures
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| Chris Miller, POA | | 9/1/2021 |
| **Signature of Reporting Person | Date |
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