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1
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NAMES OF REPORTING PERSON
I.R.S IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Douglas R. Brown
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
2,226,843(1)
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6
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SHARED VOTING POWER
148,449(2)
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7
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SOLE DISPOSITIVE POWER
2,226,843(1)
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8
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SHARED DISPOSITIVE POWER
148,449 (2)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,375,292
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.3% (3)
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12
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TYPE OF REPORTING PERSON
IN
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(1) Consists of 1,551,837 ordinary shares directly held by Mr. Brown, 660,496 ordinary shares issuable upon exercise of options exercisable within 60 days of December 31, 2019 and 14,510 restricted share units vesting within 60 days of December 31, 2019.
(2) Consists of 148,449 ordinary shares held by Mr. Brown’s spouse. Mr. Brown disclaims beneficial ownership of such shares.
(3) The percentage calculation is based on 31,739,691 shares of the Issuer’s ordinary shares outstanding as of November 4, 2019 as reported on the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019.
Item 1
(a) Name of Issuer:
AquaVenture Holdings Limited
(b) Address of Issuer’s Principal Executive Offices:
c/o Conyers Corporate Services (B.V.I.) Limited
Commerce House, Wickhams Cay 1
P.O. Box 3140 Road Town
British Virgin Islands VG1110
Item 2
(a) Name of Person Filing:
Douglas R. Brown
(b) Address of Principal Business Office or, if None, Residence:
c/o Conyers Corporate Services (B.V.I.) Limited
Commerce House, Wickhams Cay 1
P.O. Box 3140 Road Town
British Virgin Islands VG1110
(c) Citizenship:
United States of America
(d) Title of Class of Securities:
Ordinary shares, no par value
(e) CUSIP Number:
G0443N107
Item 3 If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable.
Item 4 Ownership.
(a) Amount Beneficially Owned: 2,375,292 ordinary shares (1)
(b) Percent of Class: 7.3% (2)
(c) Number of shares as to which the person has:
(i) Sole power to vote or direct the vote: 2,226,843
(ii) Shared power to vote or to direct the vote: 148,449
(iii) Sole power to dispose or to direct the disposition of: 2,226,843
(iv) Shared power to dispose or to direct the disposition of: 148,449
(1) Consists of 1,551,837 ordinary shares directly held by Mr. Brown, 660,496 ordinary shares issuable upon exercise of options exercisable within 60 days of December 31, 2019 and 14,510 restricted share units vesting within 60 days of December 31, 2019 and 148,449 ordinary shares held by his spouse. Mr. Brown disclaims beneficial ownership of the shares held by his spouse.
(2) The percentage calculation is based on 31,739,691 shares of the Issuer’s ordinary shares outstanding as of November 4, 2019 as reported on the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019.
Item 5 Ownership of Five Percent or Less of a Class.
Not applicable.