Gulf Hungary Holding Korlatolt Felelossegu Tarsasag → QUAKER CHEMICAL CORP KWR

Introductory Note This Amendment No. 34 to Schedule 13D (this "Amendment No. 34") amends and supplements the statement on Schedule 13D filed on August 9, 2019, as amended by Amendment No. 1 filed on April 13, 2020, Amendment No. 2 filed on May 21, 2020, Amendment No. 3 filed on May 28, 2020, Amendment No. 4 filed on August 31, 2020, Amendment No. 5 filed on March 11, 2021, Amendment No. 6 filed on May 26, 2022, Amendment No. 7 filed on July 13, 2022, Amendment No. 8 filed on July 18, 2022, Amendment No. 9 filed on July 21, 2022, Amendment No. 10 filed on July 26, 2022, Amendment No. 11 filed on July 29, 2022, Amendment No. 12 filed on August 3, 2022, Amendment No. 13 filed on August 8, 2022, Amendment No. 14 filed on August 11, 2022, Amendment No. 15 filed on August 12, 2022, Amendment No. 16 filed on March 8, 2023, Amendment No. 17 filed on November 27, 2023, Amendment No. 18 filed on May 24, 2024, Amendment No. 19 filed on November 26, 2024, Amendment No. 20 filed on November 27, 2024, Amendment No. 21 filed on December 4, 2024, Amendment No. 22 filed on December 9, 2024, Amendment No. 23 filed on December 12, 2024, Amendment No. 24 filed on December 17, 2024, Amendment No. 25 filed on December 20, 2024, Amendment No. 26 filed on December 26, 2024, Amendment No. 27 filed on December 27, 2024, Amendment No. 28 filed on January 2, 2025, Amendment No. 29 filed on January 7, 2025, Amendment No. 30 filed on January 10, 2025, Amendment No. 31 filed on January 15, 2025, Amendment No. 32 filed on January 21, 2025 and Amendment No. 33 filed on January 24, 2025 (together, the "Original Schedule 13D") with the Securities and Exchange Commission (the "SEC"). This Amendment No. 34 is being filed in relation to the settlement of a portion of five existing and previously reported variable prepaid forward sale contracts ("VPFs") (two with Citibank N.A. ("Citibank") and three with the Royal Bank of Canada ("RBC")), by QH Hungary (the "Partial Settlement"). After consummation of the Partial Settlement described above, QH Hungary remained the direct beneficial owner, of a total of 3,764,097 Shares and Gulf Hungary remained the indirect beneficial owner of the same 3,764,097 Shares. Gulf Hungary continues to be the direct beneficial owner of a separate 5,017 Shares. All 3,764,097 Shares directly owned by QH Hungary remain subject to the Shareholder Agreement (as defined in the Original Schedule 13D) to which QH Hungary also became a party by executing a joinder thereto. This Amendment No. 34 is filed jointly by the Reporting Persons. All disclosure for items contained in the Original Schedule 13D is incorporated herein by reference, subject to being amended by the additional information provided for such item in this Amendment No. 34. Capitalized terms used and not defined herein shall have the meanings given to such terms in the Original Schedule 13D. Item 4 of the Original Schedule 13D is hereby amended to add the following: This Amendment No. 34 relates to the Partial Settlement, the purpose of which is to settle a portion of existing and previously reported prepaid variable share forward transactions with Citibank and RBC by delivering shares of Common Stock, to Citibank and RBC. On January 27, 2025, January 28, 2025 and January 29, 2025, QH Hungary settled a portion of five existing and previously reported prepaid variable share forward transactions with Citibank and RBC (each, a "VPF Counter Party") by delivering 3,043 shares of Common Stock and 2,957 shares of Common Stock, to Citibank and RBC, respectively, on January 27, 2025 and 3,043 shares of Common Stock and 2,956 shares of Common Stock, to Citibank and RBC, respectively, on each of January 28, 2025 and January 29, 2029 (delivering an aggregate of 17,998 shares of Common Stock during such three-day period), in order to settle its obligations under the previously reported prepaid variable share forward transactions with each of the respective VPF Counter Parties as of such dates. These shares represented a portion of the total shares underlying the previously reported prepaid variable share forward transactions with Citibank and RBC.