SEC Form 4 · accession 0001209191-17-020710

Cotiviti Holdings, Inc. · COTV

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

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1The Reporting Person is a Managing Partner at Advent International Corporation ("AIC") and in addition may have limited partnership or other interests in one or more of the Advent Entities (as defined below). AIC manages funds that collectively own 50,691,350 shares (the "Shares"), which are represented as follows: 21,750,944 shares held directly by Advent-Cotiviti Acquisition Limited Partnership, 23,022,463 held directly by Advent-Cotiviti Acquisition II Limited Partnership, 1,123,367 shares directly owned by Advent International GPE VI-C Limited Partnership, 1,071,561 shares directly owned by Advent International GPE VI-D Limited Partnership, 2,710,467 shares directly owned by Advent International GPE VI-E Limited Partnership, 797,009 shares directly owned by Advent Partners GPE VI 2008 Limited Partnership, (CONTINUED IN NEXT FOOTNOTE)
• F2CONTINUED FROM PREVIOUS FOOTNOTE) 24,178 shares directly owned by Advent Partners GPE VI 2009 Limited Partnership 57,022 shares directly owned by Advent Partners GPE VI 2010 Limited Partnership, 63,327 shares directly owned by Advent Partners GPE VI-A 2010 Limited Partnership and 71,012 shares directly owned by Advent Partners GPE VI-A Limited Partnership (collectively and together with certain other affiliates of Advent, the "Advent Entities"). The Reporting Person disclaims Section 16 beneficial ownership of the Shares except to the extent of his pecuniary interest therein, if any, and the reference to these Shares in this report shall not be deemed an admission of beneficial ownership of all of the Shares for purposes of Section 16 or any other purpose.