SEC Form 4 · accession 0000950142-16-004944
TRINET GROUP, INC. · TNET
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3,F4,F6 | Dec 14, 2016 | S | 2,266,332 | $24.03 | D | 16,705,993 | D | |
| Common StockF2,F5,F6 | Dec 14, 2016 | S | 133,668 | $24.03 | D | 985,319 | D |
Table II — derivative securities
Explanation of responses
- F1By GA TriNet, LLC ("GA TriNet"), a Delaware limited liability company.
- F2By HR Acquisitions, LLC ("HR Acquisitions"), a Delaware limited liability company.
- F3With respect to all of the shares of common stock, par value $0.000025 of the TriNet Group, Inc. ("Common Shares") held by GA TriNet, General Atlantic Partners 79, L.P., a Delaware limited partnership ("GAP 79"), is a member of GA TriNet and indirectly owns 7,033,838 Common Shares; General Atlantic Partners 84, L.P., a Delaware limited partnership ("GAP 84"), is a member of GA TriNet and indirectly owns 5,235,627 Common Shares; GAP-W, LLC, a Delaware limited liability company ("GAP-W"), is a member of GA TriNet and indirectly owns 3,213,048 Common Shares; GapStar, LLC, a Delaware limited liability company ("GapStar"), is a member of GA TriNet and indirectly owns 187,930 Common Shares; (cont'd in FN 4)
- F4(cont'd from FN 3) GAPCO GmbH & Co. KG, a German limited partnership ("KG"), is a member of GA TriNet and indirectly owns 26,488 Common Shares; GAP Coinvestments CDA, L.P., a Delaware limited partnership ("CDA"), is a member of GA TriNet and indirectly owns 12,520 Common Shares; GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), is a member of GA TriNet and indirectly owns 796,209 Common Shares; and GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), is a member of GA TriNet and indirectly owns 200,333 Common Shares.
- F5With respect to all of the Common Shares held by HR Acquisitions, GAP 84 is a member of HR Acquisitions and indirectly owns 746,051 Common Shares; GAP-W is a member of HR Acquisitions and indirectly owns 186,327 Common Shares; GapStar is a member of HR Acquisitions and indirectly owns 2,463 Common Shares; KG is a member of HR Acquisitions and indirectly owns 1,773 Common Shares; CDA is a member of HR Acquisitions and indirectly owns 1,601 Common Shares; GAPCO III is a member of HR Acquisitions and indirectly owns 37,792 Common Shares; and GAPCO IV is a member of HR Acquisitions and indirectly owns 9,312 Common Shares.
- F6General Atlantic GenPar, L.P. ("GA GenPar") is the general partner of GAP 84 and the manager of GAP-W. General Atlantic LLC ("GA LLC") is the general partner of GA GenPar, the general partner of GAP 79 and CDA and the managing member of GAPCO III and GAPCO IV. GAPCO Management GmbH, a German corporation ("Management GmbH"), is the general partner of KG. The Managing Directors of GA LLC (the "GA Managing Directors") control the voting and investment decisions made by KG and Management GmbH. Certain GA Managing Directors are the members and officers of GapStar.
Remarks
Each of the reporting persons described in the notes above may be deemed to be a member of a "group" for purposes of the Securities Exchange Act of 1934. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. This Form 4 is being filed in two parts due to the large number of reporting persons. This filing is filed by GA LLC, GA GenPar, Management GmbH, GA TriNet, HR Acquisitions and GAP 79. An accompanying filing is filed, on the date hereof, by GAP 84, GAP-W, GapStar, CDA, KG, GAPCO III and GAPCO IV. The two filings relate to the same transactions described above.