Conyers Park Sponsor LLC - Oct 13, 2022 Form 4 Insider Report for Simply Good Foods Co (SMPL)

Role: Director, 10%+ Owner
Signature: /s/ Brian Ratzan, as Member
Stock symbol: SMPL
Transactions as of: Oct 13, 2022
Transactions value $: $0
Form type: 4
Date filed: 10/13/2022, 06:19 PM
Previous filing: Jan 11, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SMPL	Common Stock	Other	$0	-13.8M	-100%	$0.00^*	0	Oct 13, 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Conyers Park Sponsor LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to and in accordance with the terms of the Reporting Person's organizational documents and as was provided to occur on or about the fifth anniversary of the closing of Conyers Park Acquisition Corp's initial business combination, the Reporting Person made a pro-rata distribution in kind of shares of the Issuer's Common Stock to its members for no consideration. Among the recipients of the shares of the Issuer's Common Stock distributed are investment entities controlled by James Kilts and David West and Brian Ratzan, who received in aggregate a significant majority of the stock previously held by the Reporting Person. Messrs. Kilts, Ratzan and West are members of the Issuer's Board of Directors.
F2	Each of Messrs. Kilts, Ratzan and West have informed the Issuer that neither the entities controlled by Mr. Kilts, nor Mr. Ratzan or Mr. West currently intends to dispose of any of the shares of the Issuer's Common Stock received in such distribution. In connection with this distribution, the Reporting Person assigned in whole to these directors collectively its right, under and in accordance with that certain Investor Rights Agreement between the Issuer and the Reporting Person, to designate persons to be nominated by the Reporting Person for election to the Issuer's Board of Directors.

Content

Pursuant to and in accordance with the terms of the Reporting Person's organizational documents and as was provided to occur on or about the fifth anniversary of the closing of Conyers Park Acquisition Corp's initial business combination, the Reporting Person made a pro-rata distribution in kind of shares of the Issuer's Common Stock to its members for no consideration. Among the recipients of the shares of the Issuer's Common Stock distributed are investment entities controlled by James Kilts and David West and Brian Ratzan, who received in aggregate a significant majority of the stock previously held by the Reporting Person. Messrs. Kilts, Ratzan and West are members of the Issuer's Board of Directors.

Each of Messrs. Kilts, Ratzan and West have informed the Issuer that neither the entities controlled by Mr. Kilts, nor Mr. Ratzan or Mr. West currently intends to dispose of any of the shares of the Issuer's Common Stock received in such distribution. In connection with this distribution, the Reporting Person assigned in whole to these directors collectively its right, under and in accordance with that certain Investor Rights Agreement between the Issuer and the Reporting Person, to designate persons to be nominated by the Reporting Person for election to the Issuer's Board of Directors.