Form 4: Ice Mountain LLC Sells 8.9 Million Shares of Zurn Elkay Water Solutions Corp (ZWS) in Secondary Offering

Ice Mountain LLC, a former 10% owner of Zurn Elkay Water Solutions Corp, sold 8,912,500 shares of common stock in a secondary offering on February 13, 2025, reducing its holdings to 15,002,819 shares.

Summary

• Ice Mountain LLC, Cascade Bay LLC, and Katz 2004 DYN Trust, all reporting as former 10% owners of Zurn Elkay Water Solutions Corp (ZWS), filed a Form 4 detailing changes in beneficial ownership.
• On August 13, 2024, Ice Mountain LLC acquired 461,155 shares related to an escrow share deposit release from the merger with Elkay Manufacturing Company on July 1, 2022; this transaction is being reported late due to an administrative error.
• On February 13, 2025, Ice Mountain LLC sold 8,912,500 shares of ZWS common stock at $33.60 per share to Evercore Group L.L.C., as the representative of the underwriters, in connection with a previously disclosed secondary offering.
• Following the sale, Ice Mountain LLC directly holds 15,002,819 shares of ZWS common stock.
• Cascade Bay LLC is the manager and sole Class A Member of Ice Mountain LLC, and the Katz 2004 DYN Trust is the Special Assets Manager of Cascade Bay LLC; both entities may be deemed to beneficially own the shares held by Ice Mountain LLC.

Sentiment

Score: 6

Explanation: The document primarily reports a transaction (share sale) and a delayed reporting issue. The sentiment is neutral, with a slight negative due to the administrative error causing the reporting delay.

Negatives

• The late reporting of the escrow share deposit release indicates a potential lapse in internal controls or reporting procedures.

Risks

• The sale of a significant number of shares by a major shareholder could create short-term price volatility for ZWS.

Future Outlook

The document does not contain specific forward-looking statements regarding the company's future performance.

Industry Context

Secondary offerings are a common way for major shareholders to reduce their positions in a company. The impact on Zurn Elkay Water Solutions Corp will depend on market perception of the offering and the company's overall performance.

Comparison to Industry Standards

• Secondary offerings are a common practice among publicly traded companies, especially after a merger or acquisition.
• Comparable companies like Pentair or Xylem also experience similar transactions from time to time as major shareholders adjust their holdings.
• The sale price of $33.60 per share should be compared to the prevailing market price of ZWS at the time of the transaction to assess the impact on shareholders.

Stakeholder Impact

• The sale of shares could potentially impact shareholder value in the short term due to increased supply in the market.
• The secondary offering provides liquidity for Ice Mountain LLC, Cascade Bay LLC, and Katz 2004 DYN Trust.

Key Dates

Keywords

Zurn Elkay Water Solutions Corp, ZWS, Ice Mountain LLC, Cascade Bay LLC, Katz 2004 DYN Trust, secondary offering, share sale, beneficial ownership, Form 4, Evercore Group L.L.C.