Sec Form 4 Filing - Thomas H. Lee Advisors (Alternative) VI, Ltd. @ FIRST BANCORP /PR/ - 2017-02-07

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
Thomas H. Lee Advisors (Alternative) VI, Ltd.
2. Issuer Name and Ticker or Trading Symbol
FIRST BANCORP /PR/ [ FBP]
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 INTERTRUST CORP. SVCES (CAYMAN) LTD., 190 ELGIN AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
02/07/2017
(Street)
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
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
Common Stock 02/07/2017 S( 2 ) 11,500,000 D $ 6.36 ( 4 ) 19,993,582 I See Footnotes ( 1 ) ( 3 )
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
Thomas H. Lee Advisors (Alternative) VI, Ltd.
C/O INTERTRUST CORP. SVCES (CAYMAN) LTD.
190 ELGIN AVENUE
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
X
THL FBC Equity Investors, L.P.
C/O INTERTRUST CORPORATE SERVICES
(CAYMAN) LIMITED 190 ELGIN AVENUE
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
X
Thomas H. Lee (Alternative) Fund VI, L.P.
C/O INTERTRUST CORPORATE SERVICES
(CAYMAN) LIMITED 190 ELGIN AVENUE
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
X
Thomas H. Lee (Alternative) Parallel Fund VI, L.P.
C/O INTERTRUST CORPORATE SERVICES
(CAYMAN) LIMITED 190 ELGIN AVENUE
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
X
Thomas H. Lee (Alternative) Parallel (DT) Fund VI, L.P.
C/O INTERTRUST CORPORATE SERVICES
(CAYMAN) LIMITED 190 ELGIN AVENUE
GEORGETOWN, GRAND CAYMAN, E9KY1-9005
X
Signatures
THOMAS H. LEE ADVISORS (ALTERNATIVE) VI, LTD.By: /s/ Charles P. Holden, Managing Director 02/09/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This statement is being filed by Thomas H. Lee Advisors (Alternative) VI, Ltd. ("Advisors"), THL FBC Equity Investors, L.P. ("FBC Fund"), Thomas H. Lee (Alternative) Fund VI, L.P. ("Fund VI"), Thomas H. Lee (Alternative) Parallel Fund VI, L.P. ("Parallel Fund VI"), Thomas H. Lee (Alternative) Parallel (DT) Fund VI ("DT Fund VI" together with FBC Fund, Fund VI, Parallel Fund VI, and DT Fund VI the "Funds")
( 2 )Represents shares of the Issuer sold by the following entities: 145,251 shares sold by FBC Fund; 6,324,248 shares sold by Fund VI; 4,282,443 shares sold by Parallel Fund VI; and 748,058 shares sold by DT Fund VI.
( 3 )Advisors is the general partner of THL Advisors (Alternative) VI, L.P., which, in turn, is the general partner of FBC Fund, Fund VI, Parallel Fund VI and DT Fund VI. Due to these relationships, Advisors may be deemed to beneficially own the shares of the Issuer owned directly by each of the Funds. Each of Advisors and the Funds disclaims beneficial ownership of the shares listed in the report, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for the purpose of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein.
( 4 )This amount represents the $6.36 price per share of the Issuer's common stock purchased by the underwriters.

Remarks:
Exhibit 99.1 (Joint Filer Information) is incorporated herein by reference.

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