SEC Form 4 · accession 0000904454-15-000474
K2M GROUP HOLDINGS, INC. · KTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jonathan M Rather
10% Owner
D Scott Mackesy
10% Owner
Sean Traynor
Director
WCAS Capital Partners IV, L.P.
10% Owner
Michael Donovan
10% Owner
Eric J. Lee
10% Owner
Thomas Scully
10% Owner
Anthony F Ecock
10% Owner
Brian Thomas Regan
10% Owner
Period of report
Jul 13, 2015
Accepted (ET)
Jul 13, 2015 · 8:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001499807
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Jul 13, 2015 | S | 45,616 | $22.60 | D | 207,853 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities reported as directly beneficially owned by the designated Reporting Person may be deemed to be indirectly beneficially owned by each of the Reporting Owners listed below, each of whom is a managing member of the sole general partner of the designated Reporting Person. Pursuant to Instruction 4(b)(iv) of Form 4, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by the designated Reporting Person, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
- F2Each Reporting Owner listed below, except for Robert A. Minicucci, also indirectly beneficially owns 14,195,044 shares of Common Stock held by Welsh, Carson, Anderson & Stowe XI, L.P. Such individuals are managing members of the sole general partner of Welsh, Carson, Anderson & Stowe XI, L.P. Such individuals may also be deemed to indirectly beneficially own 47,837 shares of Common Stock held by WCAS XI Co-Investors LLC. Pursuant to Instruction 4(b)(iv) of Form 4, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by each such entity, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
- F3Jonathan M. Rather also indirectly beneficially owns 11,622 shares of Common Stock held by WCAS Management Corp, of which he is the sole controlling shareholder. Pursuant to Instruction 4(b)(iv) of Form 4, Mr. Rather has elected to report as indirectly beneficially owned the entire number of securities owned by such entity, however he disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
- F4Paul B. Queally and Sean M. Traynor each also directly beneficially own 440 shares of Common Stock.
Remarks
Part 2 of 2