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Sec Form 4 Filing - TA ASSOCIATES L.P. @ Bats Global Markets Inc. - 2016-05-18

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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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 *
TA ASSOCIATES, L.P.
2. Issuer Name and Ticker or Trading Symbol
Bats Global Markets, Inc. [ BATS]
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)
200 CLARENDON STREET, 56TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
05/18/2016
(Street)
BOSTON, MA02116
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
Voting Common Stock 05/18/2016 C( 1 )( 2 ) 2,205,445 A 2,772,935 I By TA XI L.P. ( 4 )
Voting Common Stock 05/18/2016 C( 1 )( 2 ) 1,519,951 A 1,911,055 I By TA Atlantic and Pacific VI L.P. ( 4 )
Voting Common Stock 05/18/2016 C( 1 )( 2 ) 74,475 A 93,640 I By TA Investors IV L.P. ( 4 )
Voting Common Stock 3,401,365 I By TA XI L.P. ( 4 ) ( 5 )
Voting Common Stock 2,344,184 I TA Atlantic and Pacific VI L.P. ( 4 ) ( 5 )
Voting Common Stock 114,910 I By TA Investors IV L.P. ( 4 ) ( 5 )
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
Non-Voting Common Stock ( 6 ) 05/18/2016 C( 1 )( 2 ) 2,205,445 ( 6 ) ( 6 ) Voting Common Stock 2,205,445 $ 0 0 I By TA XI L.P. ( 4 ) ( 6 )
Non-Voting Common Stock ( 6 ) 05/18/2016 C( 1 )( 2 ) 1,519,951 ( 6 ) ( 6 ) Voting Common Stock 1,519,951 $ 0 0 I TA Atlantic and Pacific VI L.P. ( 4 ) ( 6 )
Non-Voting Common Stock ( 6 ) 05/18/2016 C( 1 )( 2 ) 74,475 ( 6 ) ( 6 ) Voting Common Stock 74,475 $ 0 0 I By TA Investors IV L.P. ( 4 ) ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TA ASSOCIATES, L.P.
200 CLARENDON STREET
56TH FLOOR
BOSTON, MA02116
X
TA XI, L.P.
200 CLARENDON STREET
56TH FLOOR
BOSTON, MA02116
X
TA ATLANTIC & PACIFIC VI LP
200 CLARENDON STREET
56TH FLOOR
BOSTON, MA02116
X
TA INVESTORS IV, L.P.
200 CLARENDON STREET
56TH FLOOR
BOSTON, MA02116
X
Signatures
/s/ Jeffrey C. Hadden, General Counsel of TA Associates, L.P. 05/20/2016
** Signature of Reporting Person Date
TA XI L.P., By TA Associates XI GP L.P., its General Partner, By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
** Signature of Reporting Person Date
TA Atlantic and Pacific VI L.P., By TA Associates AP VI GP L.P., its General Partner, By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
** Signature of Reporting Person Date
TA Investors IV L.P., By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
( 2 )On May 18, 2016, each of the TA Associates Funds converted all of its shares of the issuer's Non-Voting Common Stock into shares of the issuer's Common Stock on a one-for-one basis.
( 3 )Not applicable.
( 4 )TA Associates, L.P. is either the direct or indirect general partner of TA XI L.P., TA Atlantic and Pacific VI L.P. and TA Investors IV L.P. (collectively, the "TA Associates Funds") and has investment and voting control over the shares held by the TA Associates Funds. TA Associates, L.P. disclaims beneficial ownership of the shares held by the TA Associates Funds except to the extent of its pecuniary interest, if any, therein.
( 5 )The shares are held directly by BGM Holdings, L.P. BGM Holdings, L.P. is 50% owned and controlled by the TA Associates Funds, which may be deemed to share voting and dispositive power over 11,720,921 shares held by BGM Holdings, L.P. The TA Associates Funds disclaim beneficial ownership of the shares held by BGM Holdings, L.P. except to the extent of their respective pecuniary interest, if any, therein.
( 6 )As previously reported, as provided in the issuer's certificate of incorporation, each share of Non-Voting Common Stock is convertible into one share of Common Stock following a "qualified transfer." A "qualified transfer" means a sale or other transfer of Non-Voting Common Stock by a holder of such shares (i) in a public offering, (ii) in certain private offerings, (iii) to a transferor that owns or controls more than 50% of the Common Stock of the issuer or (iv) to the issuer. The Non-Voting Common Stock has no expiration date.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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