Sec Form 4 Filing - Principal Holdings I LP @ Vivint Smart Home, Inc. - 2020-01-17

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Principal Holdings I LP 2. Issuer Name and Ticker or Trading Symbol Vivint Smart Home, Inc. [ VVNT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1345 AVENUE OF THE AMERICAS, 46TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 01/17/2020 (Street) NEW YORK, NY10105 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class F common stock, par value $0.0001 per share ( 2 ) 01/17/2020 J( 3 ) 4,297,500 ( 2 ) ( 2 ) Class A common stock, par value $0.0001 per share ( 2 ) ( 2 ) 0 I By Fortress Mosaic Sponsor LLC ( 1 ) ( 2 ) ( 3 ) ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Principal Holdings I LP 1345 AVENUE OF THE AMERICAS 46TH FLOOR NEW YORK, NY10105 X Signatures /s/ David N. Brooks, Authorized Signatory, PRINCIPAL HOLDINGS I LP 01/22/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On January 17, 2020, Vivint Smart Home, Inc. (formerly Mosaic Acquisition Corp.), a Delaware corporation ("Issuer"), consummated its initial business combination (the "Business Combination") with Legacy Vivint Smart Home, Inc. (formerly Vivint Smart Home, Inc.), a Delaware corporation. ( 2 )Prior to the consummation of the Business Combination, the Reporting Person was the sole member of Fortress Mosaic Sponsor LLC ("Sponsor"), which directly owned 4,297,500 shares of Class F common stock, par value $0.0001 per share (the "Class F Shares"), of the Issuer. Pursuant to the Certificate of Incorporation of the Issuer in force prior to the Business Combination, the Class F Shares had no expiration date and (i) were 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) were to 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. ( 3 )Immediately prior to the consummation of the Business Combination, the Reporting Person transferred and assigned all of the equity interests of Sponsor to the Reporting Person's affiliate, Fortress Mosaic Holdings LLC, a Delaware limited liability company, for no consideration (the "Transfer"). ( 4 )As a result of the Transfer, the Reporting Person has ceased to beneficially own more than 10% of the outstanding Class A Shares of the Issuer and has checked the box to indicate that it will no longer be subject to Section 16 reporting with respect to the Issuer.

Remarks: Prior to the consummation of the Business Combination, the Issuer's name was "Mosaic Acquisition Corp.".

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 4(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).

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