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"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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| FORM 4 |
| 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
| ( 1 )On November 17, TA XI L.P. ("TA XI"), TA Atlantic and Pacific VI L.P. ("TA AP VI") and TA Investors IV L.P. ("TA Investors IV" and collectively with TA XI and TA AP VI, the "TA Associates Funds") distributed, for no consideration, 2,058,100 shares, 1,418,413 shares and 69,516 shares, respectively, of Voting Common Stock of the Issuer (collectively, the "Shares") to its limited partners and to TA Associates, L.P. ("TA Associates"), the direct or indirect general partner of each of the TA Associates Funds, representing each such partner's pro rata interest in such Shares. On the same date, TA Associates distributed, for no consideration, the Shares it received in the distribution by the TA Associates Funds to its partners, representing each such partner's pro rata interest in such Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.|
( 2 )Includes 3,401,366 shares received by TA XI in a distribution-in-kind by BGM Holdings, L.P. on August 31, 2016, which distribution was made in accordance with the exemptions afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended (the "BGM Distribution").
( 3 )TA Associates is either the direct or indirect general partner of each of the TA Associates Funds and has investment and voting control over the shares held by the TA Associates Funds. TA Associates disclaims beneficial ownership of the shares held by the TA Associates Funds except to the extent of its pecuniary interest, if any, therein.
( 4 )Includes 2,344,184 shares received by TA AP VI in the BGM Distribution.
( 5 )Includes 114,910 shares received by TA Investors IV in the BGM Distribution.
|* 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).|