SEC Form 4 · accession 0001104659-16-111572
GoDaddy Inc. · GDDY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owners
KKR Management Holdings Corp
10% Owner
KKR Management Holdings L.P.
10% Owner
GDG Co-Invest GP LLC
10% Owner
GDG Co-Invest Blocker L.P.
10% Owner
KKR Associates 2006 AIV L.P.
10% Owner
KKR 2006 GDG Blocker L.P.
10% Owner
KKR 2006 Fund (GDG) L.P.
10% Owner
KKR 2006 AIV GP LLC
10% Owner
Period of report
Apr 12, 2016
Accepted (ET)
Apr 14, 2016 · 9:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609711
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F3,F8,F9,F10 | Apr 12, 2016 | S | 1,576,271 | $29.2669 | D | 10,217,344 | I | See footnotes |
| Class A Common StockF2,F4,F9,F10 | Apr 12, 2016 | S | 765,293 | $29.2669 | D | 4,880,995 | I | See footnotes |
| Class A Common StockF1,F5,F8,F9,F10 | Apr 12, 2016 | C | 2,274,280 | — | A | 2,648,427 | I | See footnotes |
| Class A Common StockF2,F5,F8,F9,F10 | Apr 12, 2016 | S | 2,274,280 | $29.2669 | D | 374,147 | I | See footnotes |
| Class A Common StockF1,F6,F10 | Apr 12, 2016 | C | 250,325 | — | A | 287,189 | I | See footnotes |
| Class A Common StockF2,F6,F10 | Apr 12, 2016 | S | 250,325 | $29.2669 | D | 36,864 | I | See footnotes |
| Class A Common StockF1,F7,F9,F10 | Apr 12, 2016 | C | 54,664 | — | A | 62,714 | I | See footnotes |
| Class A Common StockF2,F7,F9,F10 | Apr 12, 2016 | S | 54,664 | $29.2669 | D | 8,050 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Units of Desert Newco, LLCF1,F3,F9,F10,F11 | — | Apr 12, 2016 | C | 54,664 | D | — | — | Class A Common Stock | 54,664 | 345,336 | I |
| Units of Desert Newco, LLCF1,F4,F10,F11 | — | Apr 12, 2016 | C | 250,325 | D | — | — | Class A Common Stock | 250,325 | 1,581,425 | I |
| Units of Desert Newco, LLCF1,F5,F8,F9,F10,F11 | — | Apr 12, 2016 | C | 2,274,280 | D | — | — | Class A Common Stock | 2,274,280 | 14,367,682 | I |
Explanation of responses
- F1Pursuant to the terms of an exchange agreement, "Units of Desert Newco, LLC", which represent limited liability company units of Desert Newco, LLC, and an equal number of shares of Class B Common Stock of GoDaddy Inc. (the "Issuer"), wereexchanged on a one-for-one basis for shares of Class A Common Stock of the Issuer.
- F10Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- F11Pursuant to an exchange agreement, Units of Desert Newco, LLC are exchangeable on a one-on-one basis for shares of Class A Common Stock at the discretion of the holder. The exchange rights under this exchange agreement do not expire.
- F2This amount represents the $30.25 secondary public offering price per share of Class A Common Stock of the Issuer less the underwriting discount of $0.98312 per share.
- F3Shares of Class A Common Stock of the Issuer are held by GDG Co-Invest Blocker L.P. ("GDG Co-Invest"). GDG Co-Invest GP LLC is the general partner of GDG Co-Invest.
- F4Shares of the Issuer are held by KKR 2006 GDG Blocker L.P. ("KKR 2006 GDG").
- F5Securities are held by KKR 2006 Fund (GDG) L.P. ("KKR 2006 Fund"). KKR Associates 2006 AIV L.P. ("KKR Associates 2006") is the general partner of KKR 2006 Fund.
- F6Securities are held by KKR Partners III, L.P. ("KKR Partners III"). KKR III GP LLC is the general partner of KKR Partners III. Messrs. Henry R. Kravis and George R. Roberts are the managers of KKR III GP LLC.
- F7Securities are held by OPERF Co-Investment LLC ("OPERF"). KKR Associates 2006 L.P. is the manager of OPERF. KKR 2006 GP LLC is the general partner of KKR Associates 2006 L.P. KKR Fund Holdings L.P. is the designated member of KKR 2006 GP LLC. KKR Fund Holdings GP Limited is a general partner of KKR Funds Holdings L.P. KKR Group Holdings L.P. is the sole shareholder of KKR Fund Holdings GP Limited and a general partner of KKR Fund Holdings L.P.
- F8KKR 2006 AIV GP LLC is the general partner of KKR 2006 GDG, the sole member of GDG Co-Invest GP LLC and the general partner of KKR Associates 2006. KKR Management Holdings L.P. is the designated member of KKR 2006 AIV GP LLC. KKR Management Holdings Corp. is the general partner of KKR Management Holdings L.P. KKR Group Holdings L.P. is the sole shareholder of KKR Management Holdings Corp.
- F9KKR Group Limited is the general partner of KKR Group Holdings L.P. KKR & Co. L.P. is the sole shareholder of KKR Group Limited. KKR Management LLC is the general partner of KKR & Co. L.P. Messrs. Henry R. Kravis and George R. Roberts are the designated members of KKR Management LLC.
Remarks
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, KKR Partners III, KKR III GP LLC, OPERF, KKR Associates 2006 L.P., KKR 2006 GP LLC, KKR Fund Holdings L.P., KKR Fund Holdings GP Limited, KKR Group Holdings L.P., KKR Group Limited, KKR & Co. L.P., KKR Management LLC and Messrs. Henry R. Kravis and George R. Roberts have filed a separate KKR Fund Form 4.