SEC Form 4 · accession 0000903423-16-000973
FIRST DATA CORP · FDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Viking Global Equities LP
10% Owner
VIKING GLOBAL INVESTORS LP
10% Owner
VIKING GLOBAL PERFORMANCE LLC
10% Owner
Ole Andreas Halvorsen
10% Owner
Viking Global Equities II LP
10% Owner
Daniel S. Sundheim
10% Owner
Viking Long Fund Master Ltd.
10% Owner
Viking Long Fund GP LLC
10% Owner
VGE III Portfolio Ltd.
10% Owner
David C. Ott
10% Owner
Period of report
Apr 13, 2016
Accepted (ET)
Apr 15, 2016 · 7:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000883980
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F3,F4,F5 | Apr 13, 2016 | C | 21,750,064 | $0.00 | A | 21,750,064 | I | See explanation of responses |
| Class A Common StockF3,F5 | Apr 13, 2016 | C | 5,413,702 | $0.00 | A | 5,413,702 | D | |
| Class A Common StockF3,F5 | Apr 13, 2016 | C | 317,519 | $0.00 | A | 317,519 | D | |
| Class A Common StockF3,F5 | Apr 13, 2016 | C | 10,144,738 | $0.00 | A | 10,144,738 | D | |
| Class A Common StockF3,F5 | Apr 13, 2016 | C | 5,874,105 | $0.00 | A | 5,874,105 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F1,F3,F4,F5 | — | Apr 13, 2016 | C | 21,750,064 | D | — | — | Class A Common Stock | 21,750,064 | 0 | I |
| Class B Common StockF2,F5 | — | Apr 13, 2016 | C | 5,413,702 | D | — | — | Class A Common Stock | 5,413,702 | 0 | D |
| Class B Common StockF2,F5 | — | Apr 13, 2016 | C | 317,519 | D | — | — | Class A Common Stock | 317,519 | 0 | D |
| Class B Common StockF2,F5 | — | Apr 13, 2016 | C | 10,144,738 | D | — | — | Class A Common Stock | 10,144,738 | 0 | D |
| Class B Common StockF2,F5 | — | Apr 13, 2016 | C | 5,874,105 | D | — | — | Class A Common Stock | 5,874,105 | 0 | D |
Explanation of responses
- F1O. Andreas Halvorsen, David C. Ott and Daniel S. Sundheim are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI"), Viking Global Performance LLC ("VGP") and Viking Long Fund GP LLC ("VLFGP"). VGI provides managerial services to various investment funds, including Viking Global Equities LP ("VGE"), Viking Global Equities II LP ("VGE II"), VGE III Portfolio Ltd. ("VGE III") and Viking Long Fund Master Ltd. ("VLFM," and together with VGE, VGE II and VGE III, the "Viking Funds"). VGP is the general partner of VGE and VGE II and the investment manager of VGE III. VLFGP serves as the investment manager of VLFM. Each of the Viking Funds, VGI, VGP, VLFGP, Mr. Halvorsen, Mr. Ott and Mr. Sundheim (collectively, the "Reporting Persons") may be deemed to beneficially own the shares reported on this form.
- F2Each share of Class B Common Stock of the Issuer ("Class B Common") had no expiration date and was convertible into one share of Class A Common Stock of the Issuer ("Class A Common") (1) at the option of the holder with the Issuer's prior written consent, (2) automatically upon transfer, subject to certain exceptions, or (3) automatically if, on the record date for any meeting of the Issuer's stockholders, the number of outstanding Class B Common shares was less than ten percent of the aggregate number of Class A Common shares and Class B Common shares outstanding. On April 13, 2016, VGE converted its 5,413,702 shares of Class B Common into 5,413,702 shares of Class A Common, VGE II converted its 317,519 shares of Class B Common into 317,519 shares of Class A Common, VGE III converted its 10,144,738 shares of Class B Common into 10,144,738 shares of Class A Common, and VLFM converted its 5,874,105 shares of Class B Common into 5,874,105 shares of Class A Common.
- F3VGI provides managerial services to (i) VGE, which directly holds 5,413,702 shares of Class A Common; (ii) VGE II, which directly holds 317,519 shares of Class A Common; (iii) VGE III, which directly holds 10,144,738 shares of Class A Common; and (iv) VLFM, which directly holds 5,874,105 shares of Class A Common.
- F4Because of the relationship between VGI and the Viking Funds, VGI may be deemed to beneficially own the shares of Class A Common directly held by the Viking Funds. VGP is the general partner of VGE and VGE II and the investment manager of VGE III. Because of the relationships between VGP and VGE, VGE II and VGE III, respectively, VGP may be deemed to beneficially own the shares of Class A Common directly held by VGE, VGE II and VGE III. VLFGP serves as the investment manager of VLFM. Because of the relationship between VLFGP and VLFM, VLFGP may be deemed to beneficially own the shares of Class A Common directly held by VLFM.
- F5The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
Remarks
(6) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (7) Each of O. Andreas Halvorsen, David C. Ott and Daniel S. Sundheim is signing individually and as an Executive Committee Member of Viking Global Partners LLC, on behalf of VIKING GLOBAL INVESTORS LP, and as an Executive Committee Member of VIKING GLOBAL PERFORMANCE LLC, on behalf of itself and VIKING GLOBAL EQUITIES LP, VIKING GLOBAL EQUITIES II LP and VGE III PORTFOLIO LTD., and as an Executive Committee Member of VIKING LONG FUND GP LLC, on behalf of itself and VIKING LONG FUND MASTER LTD.