Sec Form 4 Filing - Fillmore CCA Holdings I, LLC @ ClubCorp Holdings, Inc. - 2013-09-25

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
Fillmore CCA Holdings I, LLC
2. Issuer Name and Ticker or Trading Symbol
ClubCorp Holdings, Inc. [ MYCC]
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)
100 FILLMORE STREET, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
09/25/2013
(Street)
DENVER, CO80206
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 09/25/2013 S 4,800,000 D $ 13.125 ( 1 ) 43,518,703 ( 2 ) I See Footnotes ( 3 ) ( 4 ) ( 5 ) ( 6 ) ( 7 ) ( 8 )
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
Fillmore CCA Holdings I, LLC
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
Fillmore CCA (Alternative), L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
Fillmore CCA Supplemental TE (Alternative), L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
Fillmore CCA TE (Alternative), L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
Fillmore CCA TE-A (Alternative), L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
KSL CAPITAL PARTNERS II FF LP
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
KSL CAPITAL PARTNERS SUPPLEMENTAL II LP
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
KSL CCA 2010 Co-Invest 2, L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
KSL CCA 2010 Co-Invest, L.P.
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
KSL CCA Co-Invest 2 LP
100 FILLMORE STREET, SUITE 600
DENVER, CO80206
X
Signatures
/s/ Fillmore CCA Holdings I, LLC, Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ Fillmore CCA (Alternative), L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ Fillmore CCA Supplemental TE (Alternative), L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ Fillmore CCA TE (Alternative), L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ Fillmore CCA TE-A (Alternative), L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ KSL Capital Partners II FF, L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ KSL Capital Partners Supplemental II LP, Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ KSL CCA 2010 Co-Invest 2, L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ KSL CCA 2010 Co-Invest, L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
/s/ KSL CCA Co-Invest 2, L.P., Ingrid Keiser, by power of attorney 09/26/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This amount represents the $14.00 initial public offering price per share of common stock, par value $0.01 per share ("Common Stock") of ClubCorp Holdings, Inc. (the "Issuer"), less the underwriting discount of $0.875 per share of Common Stock.
( 2 )Reflects a distribution by Fillmore CCA Investment, LLC ("Fillmore") of 2,251,027 shares of Common Stock of the Issuer to all holders of Class A Units and Class C Units in connection with the closing of the initial public offering of the Issuer.
( 3 )These shares represent shares of Common Stock of the Issuer that are directly held by Fillmore.
( 4 )Fillmore CCA Holdings I, LLC ("Holdings I") holds shares of stock indirectly through Fillmore. The members of Holdings I are Fillmore CCA (Alternative), L.P., Fillmore CCA Supplemental TE (Alternative), L.P., Fillmore CCA TE (Alternative), L.P., Fillmore CCA TE-A (Alternative), L.P., KSL Capital Partners II FF, L.P., KSL Capital Partners Supplemental II, L.P., KSL CCA 2010 Co-Invest 2, L.P., KSL CCA 2010 Co-Invest, L.P., KSL CCA Co-Invest 2, L.P. and KSL CCA Co-Invest, L.P (collectively, the "KSL Investors"). KSL Capital Partners II GP, LLC is the sole general partner of Fillmore CCA (Alternative), L.P., Fillmore CCA TE (Alternative), L.P., Fillmore CCA TE-A (Alternative), L.P. and KSL Capital Partners II FF, L.P. KSL Capital Partners Supplemental II GP, LLC is the sole general partner of Fillmore CCA Supplemental TE (Alternative), L.P. and KSL Capital Partners Supplemental II, L.P.
( 5 )KSL Capital Partners II Co-Invest GP, LLC is the sole general partner of KSL CCA 2010 Co-Invest 2, L.P., KSL CCA 2010 Co-Invest, L.P., KSL CCA Co-Invest 2, L.P. and KSL CCA Co-Invest, L.P.
( 6 )The investment decisions of each of KSL Capital Partners II GP, LLC, KSL Capital Partners Supplemental II GP, LLC and KSL Capital Partners II Co-Invest GP, LLC (collectively, the "KSL General Partners", and together with the KSL Investors, the "KSL Funds") regarding the shares are made by its respective special investment committee. The special investment committee of each of the KSL General Partners consists of Eric C. Resnick, Michael S. Shannon and Steven S. Siegel.
( 7 )Each of such KSL entities and Messrs. Resnick, Shannon and Siegel may be deemed to beneficially own the shares beneficially owned by the KSL Funds directly or indirectly controlled by it or him, but each disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
( 8 )Due to the limitations of the Securities and Exchange Commission's EDGAR system, KSL CCA Co-Invest, L.P., KSL Capital Partners II GP, LLC, KSL Capital Partners Supplemental II GP, LLC, KSL Capital Partners II Co-Invest GP, LLC, Steven S. Siegel, Michael S. Shannon and Eric C. Resnick have filed a separate Form 4.

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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