SEC Form 4 · accession 0001209191-15-018833

Aramark · ARMK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1This Form 4 is being filed by (i) CCMP Capital Investors II, L.P. ("CCMP Capital Investors"), (ii) CCMP Capital Investors (Cayman) II, L.P. ("CCMP Cayman" and together with CCMP Capital Investors, the "CCMP Capital Funds"), (iii) CCMP Capital Associates, L.P. ("CCMP Capital Associates"), the general partner of the CCMP Capital Funds, (iv) CCMP Capital Associates GP, LLC ("CCMP Capital Associates GP"), the general partner of CCMP Capital Associates and (v) CCMP Capital, LLC ("CCMP Capital"), the owner of CCMP Capital Associates GP (CCMP Capital, together with the CCMP Capital Funds, CCMP Capital Associates and CCMP Capital Associates GP, the "Reporting Persons"). The amount of securities indicated in the first row of Table I reflects the aggregate amount of shares beneficially owned by the CCMP Capital Funds. See footnotes (4) and (5). (Continued in Footnote 2)
• F2The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors II, L.P. Each of CCMP Capital Associates, CCMP Capital Associates GP and CCMP Capital may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the Issuer's Common Stock reported herein held by the CCMP Capital Funds. The actual pro rata portion of beneficial ownership of any such shares held by the CCMP Capital Funds that may be deemed attributable to CCMP Capital Associates, CCMP Capital Associates GP and CCMP Capital is not readily determinable because it is subject to several variables, including the internal rate of return and vesting of interests within CCMP Capital Associates and the CCMP Capital Funds. (Continued in Footnote 3)
• F3The Reporting Persons disclaim beneficial ownership of the securities to the extent their pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for the purposes of Section 16 of the Exchange Act or otherwise. The amount shown represents the beneficial ownership of the Issuer's Common Stock held by the Reporting Persons as a group. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
• F4The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors II, L.P.
• F5The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors (Cayman) II, L.P.
• F6The 1,264 units represent deferred stock units and were granted to Stephen P. Murray (former President and Chief Executive Officer of CCMP Capital) in connection with his service as a director of the Issuer. As disclosed by the Issuer in a Form 8-K filed on January 29, 2015, with the Securities and Exchange Commission, Mr. Murray resigned as a member of the Issuer's Board of Directors on January 26, 2015. 5,058 of the previously reported 6,322 units were forfeited when Mr, Murray resigned from the Issuer's board. (Continued in Footnote 7)
• F7CCMP Capital beneficially owns the 1,264 deferred stock units indirectly pursuant to a contract between Mr. Murray and CCMP Capital Advisors, LLC relating to Mr. Murray's services on the Issuer's board of directors, which provides that any equity securities, including the foregoing deferred stock units, awarded to Mr. Murray by the Issuer in consideration for his service as a director are to be held by Mr. Murray for the benefit of the CCMP Capital Funds, and are to be voted and disposed of at the direction of CCMP Capital.