Statement of Changes in Beneficial Ownership (4)
13 April 2023 - 05:53AM
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
|
OMB
APPROVAL
OMB Number: 3235-0287
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hours per response... 0.5 |
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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 * Christ George J |
2. Issuer Name and Ticker or Trading
Symbol Altair Engineering Inc. [ ALTR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O ALTAIR ENGINEERING INC., 1820 E. BIG BEAVER
RD. |
3. Date of Earliest Transaction (MM/DD/YYYY)
4/11/2023
|
(Street)
TROY, MI 48083 |
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 |
(City)
(State)
(Zip)
|
Rule 10b5-1(c) Transaction Indication
☐ Check this box to indicate
that a transaction was made pursuant to a contract, instruction or
written plan that is intended to satisfy the affirmative defense
conditions of Rule 10b5-1(c). See Instruction 10. |
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 |
|
|
|
|
|
|
|
187475 |
I |
By The Dana Christ Irrevocable Trust Dated May 8,
2015 (1) |
Class A Common Stock |
|
|
|
|
|
|
|
187475 |
I |
By The Lauren Christ Irrevocable Trust Dated May
8, 2015 (1) |
Class A Common Stock |
4/11/2023 |
|
C |
|
50000 |
A |
$0 |
50000 |
I |
By Christ Revocable Trust dated May 8,
2015 (2) |
Class A Common Stock |
4/11/2023 |
|
S |
|
50000 |
D |
$70.504 (3) |
0 |
I |
By Christ Revocable Trust dated May 8,
2015 (2) |
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 |
$0 |
4/11/2023 |
|
C |
|
|
50000 |
(4) |
(4) |
Class A Common Stock |
50000 |
$0 |
5481778 |
I |
By Christ Revocable Trust dated May 8,
2015 (2) |
Class B Common Stock |
$0 |
|
|
|
|
|
|
(4) |
(4) |
Class A Common Stock |
4844004 |
|
4844004 |
I |
By GC Investments LLC (5) |
Explanation of
Responses: |
(1) |
Reporting person serves as
co-Trustee. Reporting person disclaims beneficial ownership of
these securities except to the extent of his pecuniary interest
therein, and the inclusion of these shares in this report shall not
be deemed an admission of beneficial ownership of all of the
reported shares for purposes of Section 16 or for any other
purpose. |
(2) |
Reporting person serves as
Trustee. Reporting person disclaims beneficial ownership of these
securities except to the extent of his pecuniary interest therein,
and the inclusion of these shares in this report shall not be
deemed an admission of beneficial ownership of all of the reported
shares for purposes of Section 16 or for any other
purpose. |
(3) |
The price reported in Column
4 is a weighted average price. These shares were sold in multiple
transactions at prices ranging from $70.25 to $70.82 per share,
inclusive. The reporting person undertakes to provide to Altair
Engineering Inc., any security holder of Altair Engineering Inc.,
or the staff of the Securities and Exchange Commission, upon
request, full information regarding the number of shares sold at
each separate price within the ranges set forth herein. |
(4) |
Each share of Class B common
stock is immediately convertible, at the option of the shareholder,
into one share of Class A common stock and shall automatically
convert into Class A common stock upon the occurrence of certain
events. Please see Altair Engineering Inc. Registration Statement
filed with the Securities and Exchange Commission on Form S-1 (File
No. 333-225412) for a description of the conversion
rights. |
(5) |
Reporting person serves as
Manager. Reporting person disclaims beneficial ownership of these
securities except to the extent of his pecuniary interest therein,
and the inclusion of these shares in this report shall not be
deemed an admission of beneficial ownership of all of the reported
shares for purposes of Section 16 or for any other
purpose. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Christ George J
C/O ALTAIR ENGINEERING INC.
1820 E. BIG BEAVER RD.
TROY, MI 48083 |
|
X |
|
|
Signatures
|
/s/ Raoul Maitra, attorney-in-fact for George J.
Christ |
|
4/12/2023 |
**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. |
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