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Lemonis Marcus, et al. – ‘4’ for 11/22/22 re: Camping World Holdings, Inc.

On:  Friday, 11/25/22, at 5:00pm ET   ·   For:  11/22/22   ·   As:  Director, Officer and 10% Owner   ·   Accession #:  1104659-22-122134   ·   File #:  1-37908

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/25/22  Lemonis Marcus                    4          D,O,%Owner  1:13K  Camping World Holdings, Inc.      Toppan Merrill/FA
          CWGS Holding, LLC
          ML RV Group, LLC
          ML Acquisition Co., LLC

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

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Ownership Document -- tm2231321-1_4seq1.xml/3.6     HTML     12K


        

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

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 
 
SEC Info℠ rendering:  Ownership Document — tm2231321-1_4seq1.xml/3.6
 
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LEMONIS MARCUS
(Last)(First)(Middle)
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
(Street)
LINCOLNSHIREIL60069
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
Camping World Holdings, Inc. [ CWH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below) Other (specify below)
CHIEF EXECUTIVE OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
11/22/22
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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. 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)
CodeVAmount(A) or (D)Price
Class A Common Stock 11/22/22S 99 (1)D$28.19872,169D
Class A Common Stock 11/22/22S 271,998 (1)D$27.5549 (2)600,171D
Class A Common Stock 11/23/22S 94,903 (1)D$27.6902 (3)505,268 (4)D
Class A Common Stock 121,450 (4)ISee footnote (5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
LEMONIS MARCUS
(Last)(First)(Middle)
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
(Street)
LINCOLNSHIREIL60069
(City)(State)(Zip)
1. Name and Address of Reporting Person*
CWGS Holding, LLC
(Last)(First)(Middle)
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
(Street)
LINCOLNSHIREIL60069
(City)(State)(Zip)
1. Name and Address of Reporting Person*
ML Acquisition Company, LLC
(Last)(First)(Middle)
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
(Street)
LINCOLNSHIREIL60069
(City)(State)(Zip)
1. Name and Address of Reporting Person*
ML RV Group, LLC
(Last)(First)(Middle)
C/O CAMPING WORLD HOLDINGS, INC.
250 PARKWAY DRIVE, SUITE 270
(Street)
LINCOLNSHIREIL60069
(City)(State)(Zip)
Explanation of Responses:
(1)  Marcus Lemonis's sales of common stock reported herein were matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 38,350 shares at a weighted average price per share of $27.8822, with the purchase by ML Acquisition Company, LLC (see footnote (4) below) of 38,350 shares of common stock at a weighted average price per share of $26.3649 on June 10, 2022. Mr. Lemonis paid to the Issuer $58,188.03, representing the full amount of the profit realized in connection with the short-swing transaction.
(2)  The price reported in Column 4 is a weighted average price. The shares were acquired in multiple transactions at prices ranging from $27.19 to $28.10, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in this footnote.
(3)  The price reported in Column 4 is a weighted average price. The shares were acquired in multiple transactions at prices ranging from $27.35 to $27.88, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in this footnote.
(4)  The total number of Class A common stock reported in Column 5 does not reflect 34,584,700 common units in CWGS Enterprises, LLC, redeemable for Class A common stock of the Company, that are beneficially owned by Marcus Lemonis. The common units are held by CWGS Holding, a wholly-owned subsidiary of ML Acquisition. Marcus Lemonis, as the sole director of ML Acquisition Company, LLC, may be deemed to be the beneficial owner of these securities.
(5)  The securities reported herein are held of record by ML Acquisition Company, LLC. CWGS Holding, LLC is a wholly-owned subsidiary of ML Acquisition Company, LLC. Marcus Lemonis, as the sole director of ML Acquisition Company, LLC, may be deemed to be the beneficial owner of these securities.
/s/ Lindsey Christen, Attorney-in-Fact for Marcus Lemonis 11/25/22
/s/ Lindsey Christen, Attorney-in-Fact for CWGS Holding, LLC 11/25/22
/s/ Lindsey Christen, Attorney-in-Fact for ML Acquisition Company, LLC 11/25/22
/s/ Lindsey Christen, Attorney-in-Fact for ML RV Group, LLC 11/25/22
** Signature of Reporting PersonDate
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.
____________
Transaction Code:
    S    Open market or private sale of non-derivative or derivative security.

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