SCHEDULE: Wynnchurch Capital Amends Latham Group Stake to 5%

Sentiment:

Beneficial Ownership Report (Schedule 13G Amendment)


Wynnchurch Capital and its affiliates have filed an amended Schedule 13G, reporting a 5% beneficial ownership stake in Latham Group, Inc. common stock as of September 30, 2025.

Summary

  • Wynnchurch Capital Partners IV, L.P. and its affiliates collectively beneficially own 5,883,771 shares of Latham Group, Inc. Common Stock.
  • This ownership represents 5% of the outstanding class of Latham Group, Inc. securities.
  • The filing is an Amendment No. 4 to a previously filed Schedule 13G.
  • Wynnchurch Capital, L.P. serves as the investment adviser and is principally owned by John A. Hatherly, Francis G. Hayes, and Christopher P. O'Brien, all of whom are also listed as reporting persons.
  • A voting limitation agreement is in place, stipulating that Wynnchurch Capital Partners IV, L.P. and WC Partners Executive IV, L.P. will not vote, and will cause their affiliates not to vote, shares representing more than 9.9% of outstanding common stock until their combined ownership exceeds 50%.
  • A stockholders agreement, dated April 27, 2021, exists between Pamplona Capital Partners V, L.P. and the Wynnchurch Funds, requiring them to vote their shares to elect members of the Issuer's board of directors, potentially forming a 'group' under SEC Rule 13d-3.

Sentiment

Score: 5

Explanation: The filing is a factual report of beneficial ownership and related agreements, providing neutral information without explicit positive or negative financial implications for the company's performance.

Positives

  • Continued significant institutional ownership by Wynnchurch Capital and its affiliates, indicating ongoing investor interest in Latham Group, Inc.

Risks

  • The voting limitation agreement could restrict the ability of Wynnchurch Capital Partners IV, L.P. and WC Partners Executive IV, L.P. to exert full voting influence proportionate to their ownership if their stake remains below 50% but above 9.9%.
  • The formation of a 'group' with Pamplona Capital Partners V, L.P. through a stockholders agreement could introduce complexities in corporate governance and decision-making processes.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future financial performance or operational outlook.

Industry Context

This filing reflects a standard disclosure of significant institutional ownership, common in publicly traded companies. Such filings provide transparency into the holdings of large investors, which can influence market perception and corporate governance dynamics within the industry.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Voting Limitation AgreementWynnchurch Capital Partners IV, L.P. and WC Partners Executive IV, L.P. have agreed not to vote, and to cause their affiliates not to vote, shares representing more than 9.9% of the outstanding common stock until their combined ownership exceeds 50%.This agreement limits the immediate voting influence of these significant shareholders, potentially affecting their ability to push for certain corporate actions if their stake is between 9.9% and 50%.
Stockholders Agreement and Group FormationA stockholders agreement dated April 27, 2021, between Pamplona Capital Partners V, L.P. and the Wynnchurch Funds, mandates voting shares to elect board members, which may lead to the formation of a 'group' under Rule 13d-3.2021-04-27The formation of a voting group can consolidate influence over board elections and strategic decisions, potentially impacting the balance of power among shareholders and the board.

Stakeholder Impact

  • Shareholders benefit from the transparency provided by the disclosure of significant institutional ownership and associated voting agreements.
  • The voting limitation agreement and the formation of a voting group could influence the balance of power among large shareholders and the board of directors, potentially affecting corporate strategy and governance.

Key Dates

DateDescription
2021-04-27Date of the Stockholders Agreement between Pamplona Capital Partners V, L.P. and the Wynnchurch Funds.
2025-09-30Date of event which required the filing of this statement, reflecting the reported beneficial ownership.
2025-11-14Date the Schedule 13G Amendment No. 4 was signed and filed.

Recommendation

hold

This Schedule 13G Amendment primarily reports beneficial ownership and related governance agreements, rather than providing new operational or financial performance data. While it confirms significant institutional interest, it does not present information that would fundamentally alter the investment thesis or warrant a strong buy or sell recommendation based solely on this filing. Therefore, a 'hold' recommendation is appropriate, pending further financial or strategic updates from the company.

Keywords

Latham Group, Wynnchurch Capital, Schedule 13G, Beneficial Ownership, Institutional Investor, Common Stock, Voting Agreement, Corporate Governance

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