SEC Form 4 · accession 0001140361-16-084394
FIRST BANCORP /PR/ · FBP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas M Hagerty
Director
Period of report
Oct 28, 2016
Accepted (ET)
Nov 1, 2016 · 4:53 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001057706
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Oct 28, 2016 | J | 13,026 | $0.00 | D | 23,032 | D | |
| Common StockF3,F4,F5 | Oct 28, 2016 | J | 13,026 | $0.00 | A | 41,878,702 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares of the Issuer were issued to the Reporting Person in connection with the Reporting Person's service as a director of the Issuer. Pursuant to the operative agreements for Thomas H. Lee Advisors (Alternative) VI, Ltd. ("Advisors"), THL FBC Equity Investors, L.P. ("FBC Fund"), Thomas H. Lee (Alternative) Fund VI, L.P. ("Fund VI"), Thomas H. Lee (Alternative) Parallel Fund VI, L.P. ("Parallel Fund VI") and Thomas H. Lee (Alternative) Parallel (DT) Fund VI ("DT Fund VI"; together with FBC Fund, Fund VI and Parallel Fund VI, the "Funds"), any securities issued to persons serving as directors of portfolio companies of Fund VI, such as the Issuer, are to be held by THL Managers VI, LLC ("Managers VI"), to the extent permitted by the portfolio company and/or the plan pursuant to which such securities were granted.
- F2The transfer of the shares by the Reporting Person referred to in this Form 4, and the related indirect acquisition of such shares also reported by the Reporting Person on this Form 4, are being effectuated as required by such operative agreements now that the restrictions on the shares have lapsed.
- F3Represents shares of the Issuer held by the Reporting Person directly which are being transferred for no consideration to Managers VI.
- F4Represents shares of the Issuer held by the Funds and Managers VI. The Reporting Person is a Managing Director of Advisors. Advisors is the general partner of THL Advisors (Alternative) VI, L.P., which, in turn, is the general partner of each of the Funds. Therefore, the Reporting Person may be deemed to beneficially own the shares of the Issuer owned directly by each of the Funds. The Reporting Person is also a Managing Director of Thomas H. Lee Partners, L.P., which is the managing member of Managers VI. Therefore, the Reporting Person may be deemed to beneficially own the shares of the Issuer owned directly by Managers VI.
- F5The Reporting Person disclaims beneficial ownership of all shares of the Issuer owned by the Funds and Managers VI, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for the purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interest therein.