SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* PLATINUM EQUITY LLC (Last) (First) (Middle) C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 10/17/2018	3. Issuer Name and Ticker or Trading Symbol VERRA MOBILITY Corp [ VRRM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 10/19/2018
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock, par value $0.0001 per share	1,646,546	D(1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class F common stock, par value $0.0001 per share	(4)	(4)	Class A common stock, par value $0.0001 per share	1,893,798	(4)	D(1)(2)(3)
Warrants to purchase Class A common stock	11/16/2018	10/17/2023	Class A common stock, par value $0.0001 per share	2,611,205	11.5	D(1)(2)(3)

1. Name and Address of Reporting Person* PLATINUM EQUITY LLC (Last) (First) (Middle) C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip)

1. Name and Address of Reporting Person* Platinum Equity Investment Holdings, LLC (Last) (First) (Middle) C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip)

1. Name and Address of Reporting Person* Gores Tom (Last) (First) (Middle) C/O PLATINUM EQUITY ADVISORS, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip)

Explanation of Responses:

1. Platinum Equity Capital Partners IV, L.P. ("PECP IV") holds a majority membership interest in PE Greenlight Holdings, LLC ("PE Greenlight") and may be deemed to beneficially own the Issuer securities beneficially owned by PE Greenlight. Platinum Equity Partners IV, L.P. ("PEP IV LP") is the general partner of PECP IV and may be deemed to beneficially own the Issuer securities beneficially owned by PECP IV. Platinum Equity Partners IV, LLC ("PEP IV LLC") is the general partner of PEP IV LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LP. Platinum Equity Investment Holdings IV, LLC ("PEIH IV") is the sole member of PEP IV LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEP IV LLC. Platinum Equity Investment Holdings IV Manager, LLC ("PEIH IV Manager") is the sole manager of PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV.

2. (Continued from Footnote 1) Platinum Equity InvestCo, L.P. ("PEI LP") owns all of the economic interests in PEIH IV and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IV. Platinum Equity Investment Holdings IC (Cayman), LLC ("PEIH IC LLC") is the general partner of PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP. Platinum InvestCo, LLC ("PI LLC") holds a controlling interest in PEI LP and may be deemed to beneficially own the Issuer securities beneficially owned by PEI LP. Platinum Equity Investment Holdings, LLC ("PEIH LLC") is the sole member of PEIH IC LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PEIH IC LLC. Platinum Equity, LLC ("Platinum Equity") is the sole member of PEIH IV Manager and PEIH LLC and may be deemed to beneficially own the Issuer securities beneficially owned by each of PEIH IV Manager and PEIH LLC. Platinum Equity and Tom Gores, together,

3. (Continued from Footnote 2) hold a controlling interest in PI LLC and may be deemed to beneficially own the Issuer securities beneficially owned by PI LLC. Tom Gores is the Chairman and Chief Executive Officer of Platinum Equity and may be deemed to beneficially own the Issuer securities beneficially owned by Platinum Equity. Mr. Gores disclaims beneficial ownership of all Issuer securities beneficially owned by each of the foregoing entities except to the extent of any pecuniary interest therein.

4. Pursuant to the Amended and Restated Certificate of Incorporation of the Issuer, shares of Class F common stock, par value $0.0001 per share, have no expiration date and (i) are convertible into shares of Class A common stock, par value $0.0001 per share ("Class A Shares"), of the Issuer at any time at the option of the holder on a one-for-one basis and (ii) will automatically convert into Class A Shares at the time of the Issuer's initial business combination on a one-for-one basis, in each case, subject to adjustment.

Remarks:

(1) This amendment to the Initial Statement of Beneficial Ownership of Securities on Form 3, filed with the Securities and Exchange Commission on October 19, 2018 (the "Original Filing"), is being filed solely to include PEIH LLC as a reporting person which may beneficially own the Issuer securities held by Platinum Equity and PE Greenlight reported in the Original Filing. No other changes have been made to the Original Filing. (2) PE Greenlight, which is indirectly controlled by Tom Gores as described in footnote 1, is party to an Investor Rights Agreement with the Issuer which gives PE Greenlight the right to nominate up to three directors to the Issuer's board of directors, subject to certain ownership thresholds. Bryan Kelln, Jacob Kotzubei and David Roberts serve on the Issuer's board of directors pursuant to this right. 1. Exhibit 99.1 - Signatures Form 2 of 2.

	See Exhibit 99.1 - Signatures	10/26/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

                                                                    Exhibit 99.1

PE GREENLIGHT HOLDINGS, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  President and Treasurer

PLATINUM EQUITY CAPITAL PARTNERS IV, L.P.

By:  Platinum Equity Partners IV, L.P.,
Its:  General Partner

By:  Platinum Equity Partners IV, LLC,
Its:  General Partner

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Vice President and Treasurer

PLATINUM EQUITY PARTNERS IV, L.P.

By:  Platinum Equity Partners IV, LLC,
Its:  General Partner

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Vice President and Treasurer

PLATINUM EQUITY PARTNERS IV, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Vice President and Treasurer

PLATINUM EQUITY INVESTMENT HOLDINGS IV, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Vice President and Treasurer

PLATINUM EQUITY INVESTMENT HOLDINGS IV MANAGER, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  President


PLATINUM EQUITY INVESTCO, L.P.

By:  Platinum Equity Investment Holdings IC (Cayman), LLC
Its:  General Partner

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  President

PLATINUM EQUITY INVESTMENT HOLDINGS IC (CAYMAN), LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  President

PLATINUM INVESTCO, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  President

PLATINUM EQUITY INVESTMENT HOLDINGS, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Vice President and Treasurer

PLATINUM EQUITY, LLC

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Executive Vice President, Chief Financial Officer and Treasurer

TOM GORES

By:  /s/ Mary Ann Sigler
     -----------------------------------
Name:  Mary Ann Sigler
Title:  Attorney-in-Fact