CommScope Holding Company Inc.

10/02/2024 | Press release | Distributed by Public on 10/02/2024 14:31

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
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 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 *
Carlyle Group Inc.
2. Issuer Name and Ticker or Trading Symbol
CommScope Holding Company, Inc. [COMM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O THE CARLYLE GROUP , 1001 PENNSYLVANIA AVE., NW SUITE 220 S
3. Date of Earliest Transaction (Month/Day/Year)
(Street)
WASHINGTON DC 20004-2505
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Join/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership
Code V Amount (A) or (D) Price
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 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 5. Number of Derivative Securities Acquired (A) or Disposed of (D) 6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security 8. Price of Derivative Security 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 11. Nature of Indirect Beneficial Ownership
Code V (A) (D) Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Carlyle Group Inc.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW SUITE 220 S
WASHINGTON, DC20004-2505

X
Carlyle Holdings I GP Inc.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
Carlyle Holdings I GP Sub L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
Carlyle Holdings I L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
CG Subsidiary Holdings L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
TC Group, LLC
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
TC Group Sub L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
TC Group VII S1, L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
TC Group VII S1, L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X
Carlyle Partners VII S1 Holdings, L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., NW, SUITE 220 S
WASHINGTON,, DC20004-2505

X

Signatures

By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Chief Financial Officer 2024-10-02
**Signature of Reporting Person Date
By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director and Chief Financial Officer 2024-10-02
**Signature of Reporting Person Date
By: Carlyle Holdings I GP Inc., its sole member, By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director and Chief Financial Officer 2024-10-02
**Signature of Reporting Person Date
By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 2024-10-02
**Signature of Reporting Person Date
By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 2024-10-02
**Signature of Reporting Person Date
By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 2024-10-02
**Signature of Reporting Person Date
By: TC Group, L.L.C., its general partner, By: /s/ Anne Frederick, Attorney-in-fact for John C. Redett, Managing Director 2024-10-02
**Signature of Reporting Person Date
By: /s/ Jeremy W. Anderson, Vice President 2024-10-02
**Signature of Reporting Person Date
By: /s/ Jeremy W. Anderson, Vice President 2024-10-02
**Signature of Reporting Person Date
By: TC Group VII S1, L.P., its general partner, By: /s/ Jeremy W. Anderson, Vice President 2024-10-02
**Signature of Reporting Person Date

Explanation of Responses:

(*) If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The number of shares of Common Stock of the Issuer deliverable upon conversion of each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), is initially equal to 36.3636 shares, subject to customary anti-dilution adjustments. The Preferred Stock is convertible at any time and has no stated maturity. The Preferred Stock will remain outstanding indefinitely unless converted, repurchased or redeemed by the Issuer. The Issuer may mandatorily convert the Preferred Stock into Common Stock at any time after the three-year anniversary of the issuance, if certain conditions are met.
(2) The reporting person received these shares of Series A Convertible Preferred Stock as a payment-in-kind dividend on the shares of Series A Convertible Preferred Stock owned on the dividend record date. Holders of the Series A Convertible Preferred Stock are entitled to a cumulative dividend at the rate of 5.5% per year, payable quarterly in arrears.
(3) Carlyle Partners VII S1 Holdings, L.P. ("Carlyle Partners VII") is the record holder of the securities reported herein.
(4) The Carlyle Group Inc., which is a publicly traded entity listed on the Nasdaq, is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole 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 managing member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the managing member of TC Group VII S1, L.L.C., which is the general partner of TC Group VII S1, L.P., which is the general partner of Carlyle Partners VII. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by Carlyle Partners VII. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest therein, if any.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.