Sec Form 13G Filing - Sacks Michael Jay filing for GCM GROSVENOR INC (GCMG) - 2021-02-11

 

United States

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 13G

 

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No.)*

 

GCM Grosvenor Inc.

(Name of Issuer)

 

Class A Common Stock, par value $0.0001

(Title of Class of Securities)

 

36831E108

(CUSIP Number)

 

December 31, 2020

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐

Rule 13d-1(b)

 

☐

Rule 13d-1(c)

 

☒

Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1	Names of Reporting Persons Michael Jay Sacks
2	Check the Appropriate Box if a Member of a Group (a) [  ] (b) [  ]
3	SEC Use Only
4	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 145,135,246
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 145,135,246

9	Aggregate Amount Beneficially Owned by Each Reporting Person 145,135,246
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 78.4%
12	Type of Reporting Person IN

 

1	Names of Reporting Persons Grosvenor Holdings, L.L.C.
2	Check the Appropriate Box if a Member of a Group (a) [  ] (b) [  ]
3	SEC Use Only
4	Citizenship or Place of Organization Illinois

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 134,858,026
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 134,858,026

9	Aggregate Amount Beneficially Owned by Each Reporting Person 134,858,026
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 77.2%
12	Type of Reporting Person OO (Limited Liability Company)

 

1	Names of Reporting Persons Grosvenor Holdings II, L.L.C.
2	Check the Appropriate Box if a Member of a Group (a) [  ] (b) [  ]
3	SEC Use Only
4	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 3,226,977
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 3,226,977

9	Aggregate Amount Beneficially Owned by Each Reporting Person 3,226,977
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 7.5%
12	Type of Reporting Person OO (Limited Liability Company)

 

1	Names of Reporting Persons GCM Grosvenor Management, LLC
2	Check the Appropriate Box if a Member of a Group (a) [  ] (b) [  ]
3	SEC Use Only
4	Citizenship or Place of Organization Delaware

Number of Shares Beneficially Owned by Each Reporting Person With	5	Sole Voting Power 0
	6	Shared Voting Power 7,050,243
	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 7,050,243

9	Aggregate Amount Beneficially Owned by Each Reporting Person 7,050,243
10	Check if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 15.0%
12	Type of Reporting Person OO (Limited Liability Company)

 

ITEM 1.

(a)

Name of Issuer:

 

GCM Grosvenor Inc. (the “Issuer”).

 

(b)

Address of Issuer’s Principal Executive Offices:

 

900 North Michigan Avenue Suite 1100, Chicago, IL 60611.

 

ITEM 2.

(a)

Name of Person Filing:

 

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

 

Michael Jay Sacks

Grosvenor Holdings, L.L.C.

Grosvenor Holdings II, L.L.C.

GCM Grosvenor Management, LLC

 

(b)

Address or Principal Business Office:

 

The principal business address of the Reporting Persons is c/o GCM Grosvenor Inc., 900 North Michigan Avenue Suite 1100, Chicago, IL 60611.

 

(c)

Citizenship of each Reporting Person is:

 

Grosvenor Holdings, L.L.C. is organized under the laws of the state of Illinois. Grosvenor Holdings II, L.L.C. and GCM Grosvenor Management, LLC are each organized under the laws of the state of Delaware. Michael Jay Sacks is a citizen of the United States.

 

(d)

Title of Class of Securities:

 

Class A common stock, par value $0.0001 per share (“Class A Common Stock”).

 

(e)

CUSIP Number:

 

36831E108

 

ITEM 3.

 

Not applicable.

 

 

ITEM 4.

Ownership.

 

(a-c)

 

The ownership information presented below represents beneficial ownership of the shares Class A Common Stock as of December 31, 2020, based upon 39,914,862 shares of Class A Common Stock outstanding as of November 30, 2020. The ownership information assumes the redemption of the common units of Grosvenor Capital Management Holdings, LLLP (“Common Units”) held by the Reporting Persons for shares of the Issuer’s Class A Common Stock on a one-to-one basis.

 

Reporting Person		Amount beneficially owned				Percent of class:				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 of:				Shared power to dispose or to direct the disposition of:
Michael Jay Sacks			145,135,246				78.4	%			0				145,135,246				0				145,135,246
Grosvenor Holdings, L.L.C.			134,858,026				77.2	%			0				134,858,026				0				134,858,026
Grosvenor Holdings II, L.L.C.			3,226,977				7.5	%			0				3,226,977				0				3,226,977
GCM Grosvenor Management, LLC			7,050,243				15.0	%			0				7,050,243				0				7,050,243

 

Grosvenor Holdings II, L.L.C. is the record holder of 3,226,977 Common Units. GCM Grosvenor Management, LLC is the record holder of 7,050,243 Common Units. Grosvenor Holdings, L.L.C. is the record holder of 133,958,026 Common Units and 900,000 shares of Class A Common Stock issuable upon the exercise of warrants that are exercisable or will become exercisable within 60 days of December 31, 2020. The Common Units may be redeemed by the Reporting Persons at any time for shares of the Issuer’s Class A Common Stock on a one-to-one basis.

 

Mr. Sacks is the ultimate managing member of each of Grosvenor Holdings, L.L.C., Grosvenor Holdings II, L.L.C. and GCM Grosvenor Management, LLC. As a result, Mr. Sacks may be deemed to share beneficial ownership of the securities held by the Reporting Persons.

 

ITEM 5.

Ownership of Five Percent or Less of a Class.

 

Not applicable.

 

ITEM 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

ITEM 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Not applicable.

 

ITEM 8.

Identification and Classification of Members of the Group.

 

Not applicable.

 

ITEM 9.

Notice of Dissolution of Group.

 

Not applicable.

 

ITEM 10.

Certification.

 

Not applicable.

 

 

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.

 

Date:  February 11, 2021

 

	Michael Jay Sacks
	/s/ Michael Jay Sacks
	Grosvenor Holdings, L.L.C.
	By:	/s/ Michael Jay Sacks
	Name:	Michael Jay Sacks
	Title:	Managing Member
	Grosvenor Holdings II, L.L.C.
	By:	/s/ Michael Jay Sacks
	Name:	Michael Jay Sacks
	Title:	Managing Member
	GCM Grosvenor Manager, LLC
	By:	/s/ Michael Jay Sacks
	Name:	Michael Jay Sacks
	Title:	Managing Member

 

 

LIST OF EXHIBITS

 

Exhibit No.		Description
99		Joint Filing Agreement.