SEC Info - Carlyle Group Management L.L.C., et al. - ‘4’ for 1/9/20 re: Wesco Aircraft Holdings, Inc.

Ownership Document

Schema Version: X0306

Document Type: 4

Period of Report: 1/9/20

Not Subject to Section 16: 1

Issuer:

Issuer CIK: 1378718

Issuer Name: Wesco Aircraft Holdings, Inc

Issuer Trading Symbol: WAIR

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1548624

Owner Name: Carlyle Group Management L.L.C.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1527166

Owner Name: Carlyle Group Inc.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1548626

Owner Name: Carlyle Holdings I GP Inc.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1548627

Owner Name: Carlyle Holdings I GP Sub L.L.C.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1548628

Owner Name: Carlyle Holdings I L.P.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1790577

Owner Name: CG Subsidiary Holdings L.L.C.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 933790

Owner Name: TC Group, LLC

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1468089

Owner Name: TC Group IV Managing GP, L.L.C.

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1526523

Owner Name: Falcon Aerospace Holdings, LLC

Reporting Owner Address:

Owner Street 1: C/O THE CARLYLE GROUP 1001

Owner Street 2: PENNSYLVANIA AVE., N.W. SUITE 220 SOUTH

Owner City: WASHINGTON

Owner State: DC

Owner ZIP Code: 20004-2505

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Non-Derivative Table:

Non-Derivative Transaction:

Security Title:

Value: Common Stock

Transaction Date:

Value: 1/9/20

Transaction Coding:

Transaction Form Type: 4

Transaction Code: D

Equity Swap Involved? No

Transaction Timeliness:

Value:

Transaction Amounts:

Transaction Shares:

Value: 23,330,184

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See footnote

Footnote ID: F2

Footnotes:

Footnote - F1: Pursuant to that certain Agreement and Plan of Merger, dated August 8, 2019 by and among Wolverine Intermediate Holding II Corporation ("Parent"), Wolverine Merger Corporation, and the Issuer, the Issuer became a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time"). At the Effective Time, each share of the Issuer's Common Stock (including each restricted share) was automatically converted into the right to receive $11.05 in cash.

Footnote - F2: Falcon Aerospace Holdings, LLC is the record holder of these shares of common stock. Carlyle Group Management L.L.C. holds an irrevocable proxy to vote a majority of the shares of The Carlyle Group Inc., which is a publicly traded entity listed on NASDAQ. The Carlyle Group Inc. is the sole shareholder of Carlyle Holdings I GP Inc., which is the managing member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which, with respect to the securities reported herein, is the managing member of CG Subsidiary Holdings L.L.C., which is the sole member of TC Group, L.L.C., which is the managing member of TC Group IV Managing GP, L.L.C., which is the managing member of Falcon Aerospace Holdings, LLC. Accordingly, each of these entities may be deemed to share beneficial ownership of the shares of common stock owned of record by Falcon Aerospace Holdings, LLC.

Owner Signature:

Signature Name: Carlyle Group Management L.L.C. By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: The Carlyle Group Inc. By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: Carlyle Holdings I GP Inc. By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: Carlyle Holdings I GP Sub L.L.C. By: Carlyle Holdings I GP Inc., its managing member By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: Carlyle Holdings I L.P. By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: CG Subsidiary Holdings L.L.C. By: Carlyle Holdings I L.P., its managing member By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: TC Group, L.L.C. By: CG Subsidiary Holdings L.L.C., its managing member By: Carlyle Holdings I L.P., its managing member By: /s/ Anne Frederick, attorney-in-fact for Curtis L. Buser, Chief Financial Officer

Signature Date: 1/13/20

Owner Signature:

Signature Name: TC Group IV Managing GP, L.L.C. By: /s/ Jeremy W. Anderson, Authorized Person

Signature Date: 1/13/20

Owner Signature:

Signature Name: Falcon Aerospace Holdings, LLC By: TC Group IV Managing GP, L.L.C., its managing member By: /s/ Jeremy W. Anderson, Authorized Person

Signature Date: 1/13/20

Carlyle Group Management L.L.C., et al. – ‘4’ for 1/9/20 re: Wesco Aircraft Holdings, Inc.

On: Monday, 1/13/20, at 5:26pm ET · For: 1/9/20 · Accession #: 1104659-20-3502 · File #: 1-35253

Previous ‘4’: ‘4’ on 8/9/19 for 8/7/19 · Next: ‘4’ on 2/5/20 for 2/4/20 · Latest: ‘4’ on 12/9/21 for 12/8/21

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Carlyle Group Management L.L.C., et al. – ‘4’ for 1/9/20 re: Wesco Aircraft Holdings, Inc.

On: Monday, 1/13/20, at 5:26pm ET · For: 1/9/20 · Accession #: 1104659-20-3502 · File #: 1-35253

Previous ‘4’: ‘4’ on 8/9/19 for 8/7/19 · Next: ‘4’ on 2/5/20 for 2/4/20 · Latest: ‘4’ on 12/9/21 for 12/8/21

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents