SEC Form 4 · accession 0001209191-15-012006
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Justin Sadrian
Director
Period of report
Feb 9, 2015
Accepted (ET)
Feb 11, 2015 · 4:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001594109
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCK, PAR VALUE $0.0001 PER SHARE ("COMMON STOCK")F1,F2 | Feb 9, 2015 | S | 3,954,703 | $38.70 | D | 0 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Prior to the transaction reported by this Form 4, Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership ("WP IX"), was a direct holder of the Common Stock in GrubHub Inc. (the "Issuer"). Warburg Pincus IX GP L.P., a Delaware limited partnership ("WP IX GP"), is the general partner of WP IX. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP IX GP. Warburg Pincus Partners L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP") is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), manages WP IX. Justin L. Sadrian, the Reporting Person and a director of the Issuer, is a Partner of WP and a Member and Managing Director of WP LLC. (Continued to Footnote 2)
- F2As such, Mr. Sadrian may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Exchange Act) in an indeterminate portion of the securities reported as beneficially owned by WP IX. Mr. Sadrian disclaims beneficial ownership with respect to all of the reported shares of the Issuer, except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.