Large owner Blackstone Holdings Iv L.P. sold $145,031,664 worth of shares (1,792,557 units at $80.91) (SEC Form 4)
$BX
Investment Managers
Finance
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Loar Holdings Inc. [ LOAR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/16/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | ||||||
| Common Stock, par value $0.01 per share | 05/16/2025 | S | 1,379,375 | D | $80.9077(1) | 9,666,257 | I | See Footnotes(3)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/16/2025 | S | 51,860 | D | $80.9077(1) | 363,416 | I | See Footnotes(4)(8)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/16/2025 | S | 58,854 | D | $80.9077(1) | 412,434 | I | See Footnotes(5)(8)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/16/2025 | S | 25,517 | D | $80.9077(1) | 178,816 | I | See Footnotes(6)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/16/2025 | S | 42,388 | D | $80.9077(1) | 297,045 | I | See Footnotes(7)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/19/2025 | S | 207,670 | D | $80.9077(2) | 9,458,587 | I | See Footnotes(3)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/19/2025 | S | 7,808 | D | $80.9077(2) | 355,608 | I | See Footnotes(4)(8)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/19/2025 | S | 8,861 | D | $80.9077(2) | 403,573 | I | See Footnotes(5)(8)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/19/2025 | S | 3,842 | D | $80.9077(2) | 174,974 | I | See Footnotes(6)(9)(10)(11)(12)(13) | ||
| Common Stock, par value $0.01 per share | 05/19/2025 | S | 6,382 | D | $80.9077(2) | 290,663 | I | See Footnotes(7)(11)(12)(13) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. This amount represents the $80.9077 sale price per share of Common Stock, par value $0.01 per share, in a secondary offering, which closed on May 16, 2025. |
| 2. This amount represents the $80.9077 sale price per share of Common Stock, par value $0.01 per share, in connection with the underwriters' exercise of their over-allotment option relating to the secondary offering, which closed on May 19, 2025. |
| 3. Reflects securities of Loar Holdings Inc. (the "Issuer") held directly by GSO Capital Opportunities Fund III LP ("GSO III"). GSO Capital Opportunities Associates III LLC is the general partner of GSO III. GSO Holdings I L.L.C. is the managing member of GSO Capital Opportunities Associates III LLC. |
| 4. Reflects securities of the Issuer held directly by Blackstone Private Credit Fund ("BCRED"). |
| 5. Reflects securities of the Issuer held directly by BCRED Twin Peaks LLC ("Twin Peaks"). Twin Peaks is wholly-owned by BCRED. |
| 6. Reflects securities of the Issuer held directly by GSO Barre des Ecrins Master Fund SCSp ("GSO Ecrins"). Blackstone Europe Fund Management S.a r.l is the manager of GSO Ecrins. |
| 7. Reflects securities of the Issuer held directly by GSO Orchid Fund LP ("Orchid" and together with GSO III, BCRED, Twin Peaks and GSO Ecrins the "Blackstone Holders"). GSO Orchid Associates LLC is the general partner of Orchid. GSO Holdings III L.L.C. is the sole member of GSO Orchid Associates LLC. Blackstone Holdings IV, L.P. is the sole member of GSO Holdings III L.L.C. Blackstone Holdings IV GP LP is the general partner of Blackstone Holdings IV, L.P. Blackstone Holdings IV GP Management (Delaware) L.P. is the general partner of Blackstone Holdings IV GP LP. Blackstone Holdings IV GP Management L.L.C. is the general partner of Blackstone Holdings IV GP Management (Delaware) L.P. |
| 8. Blackstone Private Credit Strategies LLC is the investment manager of BCRED. Blackstone Credit BDC Advisors LLC is the subadvisor of BCRED. |
| 9. Blackstone Alternative Credit Advisors LP is the sole member of Blackstone Credit BDC Advisors LLC and the investment manager of Blackstone Europe Fund Management S.a r.l. GSO Advisor Holdings L.L.C. is the special limited partner of Blackstone Alternative Credit Advisors LP with the investment and voting power over the securities beneficially owned by Blackstone Alternative Credit Advisors LP. |
| 10. Blackstone Holdings I L.P. is the managing member of GSO Holdings I L.L.C. with respect to securities beneficially owned by GSO III and is the sole member of GSO Advisor Holdings L.L.C. and Blackstone Private Credit Strategies LLC. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings I L.P. |
| 11. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings IV GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone Inc.'s senior managing directors and controlled by its founder, Stephen A. Schwarzman. |
| 12. Each such Reporting Person may be deemed to beneficially own the securities of the Issuer directly held by the Blackstone Holders directly or indirectly controlled by it or him, but each (other than GSO III, BCRED, Twin Peaks, GSO Ecrins and Orchid to the extent of their respective direct holdings) disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of the Reporting Persons (other than GSO III, BCRED, Twin Peaks, GSO Ecrins and Orchid to the extent each directly holds securities of the Issuer) is the beneficial owner of such securities for purposes of Section 16 or any other purpose. |
| 13. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. |
| Remarks: |
| Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed separate Forms 4. |
| BLACKSTONE HOLDINGS IV, L.P., By: Blackstone Holdings IV GP LP, its gp, By: Blackstone Holdings IV GP Management (Delaware) L.P., its gp, By: Blackstone Holdings IV GP Management L.L.C., its gp By: /s/ Victoria Portnoy, MD - Assistant Secretary | 05/20/2025 | |
| BLACKSTONE HOLDINGS IV GP LP, By: Blackstone Holdings IV GP Management (Delaware) L.P., its general partner, By: Blackstone Holdings IV GP Management L.L.C., its general partner By: /s/ Victoria Portnoy, Managing Director - Assistant Secretary | 05/20/2025 | |
| BLACKSTONE HOLDINGS IV GP MANAGEMENT, (DELAWARE) L.P., By: Blackstone Holdings IV GP Management L.L.C., its general partner By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary | 05/20/2025 | |
| BLACKSTONE HOLDINGS IV GP MANAGEMENT L.L.C., By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary | 05/20/2025 | |
| BLACKSTONE INC., By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary | 05/20/2025 | |
| BLACKSTONE GROUP MANAGEMENT L.L.C., By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary | 05/20/2025 | |
| /s/ STEPHEN A. SCHWARZMAN | 05/20/2025 | |
| ** 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. | ||