Sec Form 4 Filing - Scooby Aggregator, LP @ Petco Health & Wellness Company, Inc. - 2021-06-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Scooby Aggregator, LP
2. Issuer Name and Ticker or Trading Symbol
Petco Health & Wellness Company, Inc. [ WOOF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CVC CAPITAL PARTNERS, ONE MARITIME PLAZA, 16TH FL, 300 CLAY ST
3. Date of Earliest Transaction (MM/DD/YY)
06/01/2021
(Street)
SAN FRANCISCO, CA94111
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 06/01/2021 S 22,000,000 D $ 23.16 149,224,140 I By Scooby Aggregator, LP ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Scooby Aggregator, LP
C/O CVC CAPITAL PARTNERS
ONE MARITIME PLAZA, 16TH FL, 300 CLAY ST
SAN FRANCISCO, CA94111
X
Scooby LP
C/O CVC CAPITAL PARTNERS
ONE MARITIME PLAZA, 16TH FL, 300 CLAY ST
SAN FRANCISCO, CA94111
X
Scooby GP LLC
C/O CVC CAPITAL PARTNERS
ONE MARITIME PLAZA, 16TH FL, 300 CLAY ST
SAN FRANCISCO, CA94111
X
Scooby Aggregator GP, LLC
C/O CVC CAPITAL PARTNERS
ONE MARITIME PLAZA, 16TH FL, 300 CLAY ST
SAN FRANCISCO, CA94111
X
Signatures
Scooby LP; By Scooby GP, LLC, its general partner; By /s/ Cameron Breitner, Authorized Signatory 06/01/2021
Signature of Reporting Person Date
Scooby GP, LLC; By /s/ Cameron Breitner, Authorized Signatory 06/01/2021
Signature of Reporting Person Date
Scooby Aggregator, LP; By Scooby Aggregator GP, LLC, its general partner; By /s/ Cameron Breitner, Authorized Signatory 06/01/2021
Signature of Reporting Person Date
Scooby Aggregator GP, LLC; By Scooby LP, its sole member; By /s/ Cameron Breitner, Authorized Signatory 06/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are held of record by Scooby Aggregator, LP. The general partner of Scooby Aggregator LP is Scooby Aggregator GP, LLC, a member-managed limited liability company whose sole member is Scooby LP. The general partner of Scooby LP is Scooby GP LLC, a member-managed limited liability company whose sole members are CVC Pet LP and Canada Pension Plan Investment Board ("CPP Investments"). Each of Scooby Aggregator LP, Scooby LP, Scooby GP LLC, CVC Pet LP and CPP Investments disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities and Exchange Act of 1934, as amended, except to the extent of their pecuniary interest therein, if any.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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