Utz Brands Ownership Update Filed

TL;DR

UM Partners entities updated their Utz Brands ownership filing. Keep an eye on potential moves.

AI Summary

Series U of UM Partners, LLC and Series R of UM Partners LLC, collectively controlled by Gene P. Otto, have amended their Schedule 13D filing for Utz Brands, Inc. on March 4, 2024. This amendment relates to their beneficial ownership of Utz Brands, Inc. common stock. The filing does not disclose specific dollar amounts or new share counts in the provided text, but it signifies an update to their ownership disclosure.

Why It Matters

This filing indicates a change or update in the beneficial ownership of Utz Brands, Inc. by significant entities, which could signal shifts in control or investment strategy.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate potential strategic shifts or activism by large shareholders, which may impact stock price.

Key Players & Entities

• Utz Brands, Inc. (company) — Subject Company
• Series U of UM Partners, LLC (company) — Filing Person
• Series R of UM Partners LLC (company) — Filing Person
• Gene P. Otto (person) — Person Authorized to Receive Notices

FAQ

Key Financial Figures

• $0.0001 — to the Class A Common Stock, par value $0.0001 per share (“ Class A Common Stock
• $19.0288 — 4 Series U of UM Partners, LLC 5,865 $19.0288* Open market sale pursuant to 10b5-1 p
• $17.40 B — Series U of UM Partners, LLC 446,250 $17.40 Block trade executed pursuant to Rule 144
• $19.00 — ple transactions at prices ranging from $19.00 to $19.07, inclusive. The reporting per
• $19 — ctions at prices ranging from $19.00 to $19.07, inclusive. The reporting person und

Filing Documents

• tm248091d1_sc13da.htm (SC 13D/A) — 84KB
• 0001104659-24-031479.txt ( ) — 86KB

Security and Issuer

Item 1. Security and Issuer This Amendment No. 2 to Schedule 13D (this “ Amendment No. 2 ”) hereby amends the original Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission (the “ SEC ”) on September 8, 2020 (the “ Original Schedule 13D ”), as amended by Amendment No. 1 to the Original Schedule 13D filed by the Reporting Persons with the SEC on March 14, 2023 (the “ Amendment No. 1 ” and together with this Amendment No. 2 and the Original Schedule 13D, the “ Schedule 13D ”), and relates to the Class A Common Stock, par value $0.0001 per share (“ Class A Common Stock ”) of Utz Brands, Inc., a Delaware corporation (the “ Issuer ”). The address of the principal executive office of the Issuer is 900 High Street, Hanover, PA 17331. This Amendment No. 2 is being filed to update certain information presented in the Schedule 13D filing.

Purpose of Transaction

Item 4. Purpose of Transaction

of the Schedule 13D is hereby amended and

Item 4 of the Schedule 13D is hereby amended and supplemented with the following: On March 2, 2024, Series U and Series R delivered a termination notice to Goldman Sachs & Co. LLC pursuant to which Series U and Series R terminated the 10b5-1 Plan previously entered into on March 10, 2023.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Schedule 13D

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) and (b) The percentage of beneficial ownership in this Schedule 13D is based on an aggregate of 81,406,827 shares of Class A Common Stock and 59,349,000 shares of Class V Common Stock which vote together on the election of directors to the Utz Board as a single class. The aggregate number and percentage of shares of Class A Common Stock and Class V Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Schedule 13D and are incorporated herein by reference. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission that any Reporting Person is the beneficial owner of the Class A Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose and each of the Reporting Persons expressly disclaims beneficial ownership of such shares of Class A Common Stock except to the extent of any pecuniary interest therein. (c) Except as set forth in Annex A to this Schedule 13D, none of the Reporting Persons has effected any transactions in the Class A Common Stock or the Class V Common Stock during the past 60 days. (d) To the best knowledge of the Reporting Persons, no one other than the Reporting Persons, or the members or affiliates of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Common Stock reported herein. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

of the Schedule 13D is hereby amended and

Item 6 of the Schedule 13D is hereby amended and supplemented with the following: The information set forth in Item 4 of this Amendment No. 2 is incorporated by reference in its entirety into this Item 6. Annex A RECENT TRANSACTIONS BY THE REPORTING PERSONS Transaction Date Reporting Person Shares of Class A Common Stock Disposed Price Per Share Description of Transaction 2/12/2024 Series U of UM Partners, LLC 5,865 $19.0288* Open market sale pursuant to 10b5-1 plan 2/12/2024 Series R of UM Partners, LLC 1,035 $19.0288* Open market sale pursuant to 10b5-1 plan 3/4/2024 Series U of UM Partners, LLC 446,250 $17.40 Block trade executed pursuant to Rule 144 3/4/2024 Series R of UM Partners, LLC 78,750 $17.40 Block trade executed pursuant to Rule 144 * The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.00 to $19.07, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: March 6, 2024 SERIES R OF UM PARTNERS, LLC By: /s/ Gene P. Otto Name: Gene P. Otto Title: Vice President SERIES U OF UM PARTNERS, LLC By: /s/ Gene P. Otto Name: Gene P. Otto Title: Vice President

View Full Filing

View this SC 13D/A filing on SEC EDGAR