SEC Form 4 · accession 0001209191-16-122176
Bats Global Markets, Inc. · BATS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
TA ASSOCIATES, L.P.
10% Owner
TA ATLANTIC & PACIFIC VI LP
10% Owner
TA XI, L.P.
10% Owner
TA INVESTORS IV, L.P.
10% Owner
Period of report
May 18, 2016
Accepted (ET)
May 20, 2016 · 4:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001659228
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Voting Common StockF3,F4 | May 18, 2016 | C | 2,205,445 | — | A | 2,772,935 | I | By TA XI L.P. |
| Voting Common StockF3,F4 | May 18, 2016 | C | 1,519,951 | — | A | 1,911,055 | I | By TA Atlantic and Pacific VI L.P. |
| Voting Common StockF3,F4 | May 18, 2016 | C | 74,475 | — | A | 93,640 | I | By TA Investors IV L.P. |
| Voting Common StockF4,F5 | holding | — | — | — | 3,401,365 | I | By TA XI L.P. | |
| Voting Common StockF4,F5 | holding | — | — | — | 2,344,184 | I | TA Atlantic and Pacific VI L.P. | |
| Voting Common StockF4,F5 | holding | — | — | — | 114,910 | I | By TA Investors IV L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Voting Common StockF4,F6 | — | May 18, 2016 | C | 2,205,445 | D | — | — | Voting Common Stock | 2,205,445 | 0 | I |
| Non-Voting Common StockF4,F6 | — | May 18, 2016 | C | 1,519,951 | D | — | — | Voting Common Stock | 1,519,951 | 0 | I |
| Non-Voting Common StockF4,F6 | — | May 18, 2016 | C | 74,475 | D | — | — | Voting Common Stock | 74,475 | 0 | I |
Explanation of responses
- F1Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
- F2On May 18, 2016, each of the TA Associates Funds converted all of its shares of the issuer's Non-Voting Common Stock into shares of the issuer's Common Stock on a one-for-one basis.
- F3Not applicable.
- F4TA Associates, L.P. is either the direct or indirect general partner of TA XI L.P., TA Atlantic and Pacific VI L.P. and TA Investors IV L.P. (collectively, the "TA Associates Funds") and has investment and voting control over the shares held by the TA Associates Funds. TA Associates, L.P. disclaims beneficial ownership of the shares held by the TA Associates Funds except to the extent of its pecuniary interest, if any, therein.
- F5The shares are held directly by BGM Holdings, L.P. BGM Holdings, L.P. is 50% owned and controlled by the TA Associates Funds, which may be deemed to share voting and dispositive power over 11,720,921 shares held by BGM Holdings, L.P. The TA Associates Funds disclaim beneficial ownership of the shares held by BGM Holdings, L.P. except to the extent of their respective pecuniary interest, if any, therein.
- F6As previously reported, as provided in the issuer's certificate of incorporation, each share of Non-Voting Common Stock is convertible into one share of Common Stock following a "qualified transfer." A "qualified transfer" means a sale or other transfer of Non-Voting Common Stock by a holder of such shares (i) in a public offering, (ii) in certain private offerings, (iii) to a transferor that owns or controls more than 50% of the Common Stock of the issuer or (iv) to the issuer. The Non-Voting Common Stock has no expiration date.