SEC Form 4 · accession 0001209191-17-048755
Cotiviti Holdings, Inc. · COTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Aug 10, 2017
Accepted (ET)
Aug 14, 2017 · 4:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001657197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4,F5,F6 | Aug 10, 2017 | S | 9,257,651 | $36.87 | D | 41,433,699 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents 17,778,618 shares held directly by Advent-Cotiviti Acquisition Limited Partnership ("ACA LP"), 18,817,920 shares held directly by Advent-Cotiviti Acquisition II Limited Partnership ("ACA II LP"), 918,209 shares directly owned by Advent International GPE VI-C Limited Partnership ("AI GPE VI-C"), 875,864 shares directly owned by Advent International GPE VI-D Limited Partnership ("AI GPE VI-D"), 2,215,460 shares directly owned by Advent International GPE VI-E Limited Partnership ("AI GPE VI-E"), 651,453 shares directly owned by Advent Partners GPE VI 2008 Limited Partnership ("AP GPE VI 2008"), TO BE CONTINUED IN NEXT FOOTNOTE
- F2CONTINUTED FROM PREVIOUS FOOTNOTE: 19,762 directly owned by Advent Partners GPE VI 2009 Limited Partnership ("AP GPE VI 2009"), 46,608 shares directly owned by Advent Partners GPE VI 2010 Limited Partnership ("AP GPE VI 2010"), 51,762 shares directly owned by Advent Partners GPE VI-A 2010 Limited Partnership ("AP GPE VI-A 2010") and 58,043 shares directly owned by Advent Partners GPE VI-A Limited Partnership ("AP GPE VI-A").
- F3Advent International Corporation ("AIC") is the manager of Advent International LLC ("AILLC"), which is the general partner of each of GPE VI GP Limited Partnership ("GPE VI GP"), GPE VI GP (Delaware) Limited Partnership ("GPE VI (DE) GP"), AP GPE VI 2008, AP GPE VI 2009, AP GPE VI 2010, AP GPE VI-A and AP GPE VI-A 2010 (AP GPE VI 2008, AP GPE VI 2009, AP GPE VI 2010, AP GPE VI-A and AP GPE VI-A 2010 are collectively the "AP Funds").
- F4Advent-Cotiviti GP Corporation ("AC GP") is the general partner of ACA LP and ACA II LP. Advent International GPE VI Limited Partnership ("AI GPE VI"), Advent International GPE VI-A Limited Partnership ("AI GPE VI-A"), Advent International GPE VI-B Limited Partnership ("AI GPE VI-B"), Advent International GPE VI-F Limited Partnership ("AI GPE VI-F") and Advent International GPE VI-G Limited Partnership ("AI GPE VI-G" and, together with AI GPE VI, AI GPE VI-A, AI GPE VI-B and AI GPE VI-F, the "GPE VI GP Funds") collectively own 100% of AC GP. AI GPE VI owns 100% of the limited partnership interests in ACA LP and the other GPE VI GP Funds collectively own 100% of the limited partnership interests in ACA II LP.
- F5GPE VI GP is the general partner of the GPE VI GP Funds. GPE VI (DE) GP is the general partner of AI GPE VI-C, AI GPE VI-D and AI GPE VI-E (collectively, the "GPE VI (DE) GP Funds" and together with the GPE VI GP Funds and the AP Funds, the "Advent Funds").
- F6Each of AIC, AILLC, GPE VI GP, GPE VI (DE) GP, ACA LP, ACA II LP, AC GP and the Advent Funds are referred to herein as the "Reporting Persons". Each Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in their report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose.
Remarks
This Form 4 is the third and final of three Forms 4 being filed relating to the same event. The Form 4 has been split into three filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 will be filed by Designated Filer Advent International Corporation.