Sec Form 13D Filing - ECP ControlCo LLC filing for CUSTOM TRUCK ONE SOURCE INC CO (CTOS) - 2024-12-10

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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United States

Securities and Exchange Commission

Washington, D.C. 20549

 

SCHEDULE 13D

 

(Rule 13d-101)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)

 

Under the Securities Exchange Act of 1934

(Amendment No. 6)*

 

Custom Truck One Source, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

23204X103

(CUSIP Number)

 

Christopher M. Leininger, Esq.

c/o ECP

40 Beechwood Road

Summit, NJ 07901

(973) 671-6100

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

December 6, 2024

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

 

* 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 disclosures provided in a prior cover page.

 

The information required on 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).

 

 

 

 
 

 

CUSIP No. 23204X103 13D Page 1 of 20 Pages

 

< td style="border-top: Black 1pt solid; border-bottom: Black 1pt solid; font: 10pt Times New Roman, Times, Serif"> 
1

Names of Reporting Persons

 

ECP ControlCo, LLC

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 
 

 

CUSIP No. 23204X103 13D Page 2 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III, LLC

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 
 

 

CUSIP No. 23204X103 13D Page 3 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners GP III, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 4 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 5 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III-A, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 6 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III-B, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 7 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III-C, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 8 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III-D, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 9 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners GP III Co-Investment (NESCO), LLC

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b)

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 
 

 

CUSIP No. 23204X103 13D Page 10 of 20 Pages

 

1

Names of Reporting Persons

 

Energy Capital Partners III (NESCO Co-Invest), LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 11 of 20 Pages

 

1

Names of Reporting Persons

 

ECP Starlight Public GP, LLC

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 
 

 

CUSIP No. 23204X103 13D Page 12 of 20 Pages

 

1

Names of Reporting Persons

 

ECP Starlight Guarantor (Public), LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 13 of 20 Pages

 

1

Names of Reporting Persons

 

NESCO Holdings GP, LLC

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

20,287,270

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

20,287,270

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,287,270

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

8.7%

14

Type of Reporting Person

 

OO (Limited Liability Company)

 

 
 

 

CUSIP No. 23204X103 13D Page 14 of 20 Pages

 

1

Names of Reporting Persons

 

NESCO Holdings, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

16,740,518

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

16,740,518

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

16,740,518

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

7.2%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 15 of 20 Pages

 

1

Names of Reporting Persons

 

ECP Cardinal Holdings, LP

 
2

Check the Appropriate Box if a Member of a Group

 

 

(a) ☐

(b) ☐

3

SEC Use Only

 

 
4

Source of Funds (See Instructions)

 

OO

 
5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐

 

 
6

Citizenship or Place of Organization

 

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

7

Sole Voting Power

 

0

8

Shared Voting Power

 

3,546,752

9

Sole Dispositive Power

 

0

10

Shared Dispositive Power

 

3,546,752

11

Aggregate Amount Beneficially Owned by Each Reporting Person

 

3,546,752

12

Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

13

Percent of Class Represented by Amount in Row (11)

 

1.5%

14

Type of Reporting Person

 

PN

 

 
 

 

CUSIP No. 23204X103 13D Page 16 of 20 Pages

 

Explanatory Note

 

This Amendment No. 6 to Schedule 13D (this “Amendment No. 6”) amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission (the “SEC”) on August 7, 2019, as amended to date (the “Statement”), relating to the common stock, par value $0.0001 per share (the “Common Stock”), of Custom Truck One Source, Inc. (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Statement.

 

Item 5. Interest in Securities of the Issuer.

 

Item 5 of the Statement is hereby amended and restated in its entirety as follows:

 

(a) – (b)

 

The following sets forth, as of the date of this Statement, the aggregate number of shares of Common Stock and percentage of shares of Common Stock beneficially owned by each of the Reporting Persons, as well as the number of shares of Common Stock as to which each Reporting Person has the 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, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 233,432,467 shares of Common Stock outstanding as of October 28, 2024, as disclosed in the Issuer’s Quarterly Report on Form 10-Q as filed with the Securities and Exchange Commission on October 30, 2024.

 

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   Shared power to dispose or to direct the disposition 
ECP ControlCo, LLC   20,287,270    8.7%   0    20,287,270         0    20,287,270 
Energy Capital Partners III, LLC   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners GP III, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III-A, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III-B, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III-C, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III-D, LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners GP III Co-Investment (NESCO), LLC   20,287,270    8.7%   0    20,287,270    0    20,287,270 
Energy Capital Partners III (NESCO Co-Invest), LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
ECP Starlight Public GP, LLC   20,287,270    8.7%   0    20,287,270    0    20,287,270 
ECP Starlight Guarantor (Public), LP   20,287,270    8.7%   0    20,287,270    0    20,287,270 
NESCO Holdings GP, LLC   20,287,270    8.7%   0    20,287,270    0    20,287,270 
NESCO Holdings, LP   16,740,518    7.2%   0    16,740,518    0    16,740,518 
ECP Cardinal Holdings, LP   3,546,752    1.5%   0    3,546,752    0    3,546,752 

 

 
 

 

CUSIP No. 23204X103 13D Page 17 of 20 Pages

 

ECP Cardinal Holdings, LP and NESCO Holdings, LP are the record holders of 3,546,752 and 16,740,518 shares of Common Stock, respectively.

 

ECP ControlCo, LLC is controlled by its board of managers, which consists of Douglas Kimmelman, Peter Labbat, Tyler Reeder, Rahman D’Argenio, Raoul Hughes and Xavier Robert (together, the “ECP Managers”), all of whom collectively share the power to vote and dispose of the securities beneficially owned by ECP ControlCo, LLC. As a result of the relationships described below, each of the ECP Managers may be deemed to share beneficial ownership of the securities described herein. Each individual disclaims beneficial ownership of such securities.

 

ECP ControlCo, LLC is the managing member of Energy Capital Partners III, LLC, which is the general partner of (i) Energy Capital Partners GP III, LP, which is the general partner of each of Energy Capital Partners III, LP, Energy Capital Partners III-A, LP, Energy Capital Partners III-B, LP, Energy Capital Partners III-C, LP, and Energy Capital Partners III-D, LP, which are the sole members of ECP Starlight Public GP, LLC, which is the general partner of ECP Starlight Guarantor (Public), LP, and (ii) Energy Capital Partners GP III Co-Investment (NESCO), LLC, which is the general partner of Energy Capital Partners III (NESCO Co-Invest), LP. ECP Starlight Guarantor (Public), LP and Energy Capital Partners III (NESCO Co-Invest), LP are the sole members of NESCO Holdings GP, LLC, which is the general partner of each of ECP Cardinal Holdings, LP and NESCO Holdings, LP. Each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by ECP Cardinal Holdings, LP and NESCO Holdings, LP.

 

(c) From November 18, 2024, to December 6, 2024, ECP Cardinal Holdings, LP and NESCO Holdings, LP disposed of an aggregate of 3,097,609 shares of Common Stock in a series of open-market transactions. Details by date, listing the number of shares of Common Stock disposed of and the weighted average price per share, are provided below. The Reporting Persons undertake to provide, upon request by the staff of the SEC or the Issuer, full information regarding the number of shares sold at each separate price for each transaction.

 

Date  Shares Disposed of by ECP Cardinal Holdings, LP   Shares Disposed of by NESCO Holdings, LP   Weighted Average Price 
November 18, 2024   9,367    44,159   $5.0569 
November 19, 2024   5,769    27,198   $5.0291 
November 20, 2024   7,229    34,079   $5.1023 
November 21, 2024   10,842    51,111   $5.2491 
November 22, 2024   26,290    123,941   $5.6286 
November 25, 2024   18,298    86,258   $5.8984 
November 26, 2024   11,142    52,527   $5.7794 
November 29, 2024   9,581    45,171   $5.9880 
December 2, 2024   11,598    54,677   $5.8199 
December 4, 2024   8,819    41,575   $5.7096 
December 5, 2024   8,550    40,308   $5.7703 
December 6, 2024   3,346    15,774   $5.7300 
December 6, 2024   410,843    1,939,157   $5.1600 
TOTAL:   541,674    2,555,935      

 

(d) None.

 

(e) Not applicable.

 

 
 

 

CUSIP No. 23204X103 13D Page 18 of 20 Pages

 

SIGNATURES

 

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: December 10, 2024

 

  ECP ControlCo, LLC
   
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III, LLC
   
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners GP III, LP
   
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III, LP
   
  By: Energy Capital Partners GP III, LP, its general partner
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III-A, LP
   
  By: Energy Capital Partners GP III, LP, its general partner
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member

 

 
 

 

CUSIP No. 23204X103 13D Page 19 of 20 Pages

 

  Energy Capital Partners III-B, LP
   
  By: Energy Capital Partners GP III, LP, its general partner
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III-C, LP
   
  By: Energy Capital Partners GP III, LP, its general partner
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III-D, LP
   
  By: Energy Capital Partners GP III, LP, its general partner
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners GP III Co-Investment (NESCO), LLC
     
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member
     
  Energy Capital Partners III (NESCO Co-Invest), LP
   
  By: Energy Capital Partners GP III Co-Investment (NESCO), LLC
  By: Energy Capital Partners III, LLC, its general partner
  By: ECP ControlCo, LLC, its managing member
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: Managing Member

 

 
 

 

CUSIP No. 23204X103 13D Page 20 of 20 Pages

 

  ECP Starlight Public GP, LLC
   
  By: /s/ Christopher M. Leininger
  Name: Christopher M. Leininger
  Title: Executive Vice President & General Counsel
     
  ECP Starlight Guarantor (Public), LP
   
  By: ECP Starlight Public GP, LLC, its general partner
     
  By: /s/ Christopher M. Leininger
  Name: Christopher M. Leininger
  Title: Executive Vice President & General Counsel
     
  NESCO Holdings GP, LLC
   
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: President
     
  NESCO Holdings, LP
   
  By: NESCO Holdings GP, LLC, its general partner
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: President
     
  ECP Cardinal Holdings, LP
   
  By: NESCO Holdings GP, LLC, its general partner
     
  By: /s/ Rahman D’Argenio
  Name: Rahman D’Argenio
  Title: President