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Sec Form 4 Filing - H&F Corporate Investors VII Ltd. @ PPD Inc. - 2020-09-21

  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 *
H&F Corporate Investors VII, Ltd.
2. Issuer Name and Ticker or Trading Symbol
PPD, Inc. [ PPD]
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)
415 MISSION STREET, SUITE 5700
3. Date of Earliest Transaction (MM/DD/YY)
09/21/2020
(Street)
SAN FRANCISCO, CA94105
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 09/21/2020 S 9,302,325 D $ 31.2825 ( 1 ) 53,767,236 I See Footnotes ( 2 ) ( 11 )
Common Stock 09/21/2020 J( 12 ) 883,200 D $ 0 52,884,036 I See Footnotes ( 2 ) ( 11 )
Common Stock 09/21/2020 S 3,899,092 D $ 31.2825 ( 1 ) 20,244,387 I See Footnotes ( 3 ) ( 11 )
Common Stock 09/21/2020 S 699,284 D $ 31.2825 ( 1 ) 3,630,740 I See Footnotes ( 4 ) ( 11 )
Common Stock 09/21/2020 S 69,215 D $ 31.2825 ( 1 ) 359,372 I See Footnotes ( 5 ) ( 11 )
Common Stock 09/21/2020 S 6,860,919 D $ 31.2825 ( 1 ) 35,622,429 I See Footnotes ( 6 ) ( 11 )
Common Stock 09/21/2020 S 3,079,193 D $ 31.2825 ( 1 ) 15,987,409 I See Footnotes ( 7 ) ( 11 )
Common Stock 09/21/2020 S 581,903 D $ 31.2825 ( 1 ) 3,021,286 I See Footnotes ( 8 ) ( 11 )
Common Stock 09/21/2020 S 179,980 D $ 31.2825 ( 1 ) 934,469 I See Footnotes ( 9 ) ( 11 )
Common Stock 09/21/2020 S 30,264 D $ 31.2825 ( 1 ) 157,138 I See Footnotes ( 10 ) ( 11 )
Common Stock 09/21/2020 G V 127,867 D $ 0 0 D ( 13 )
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
H&F Corporate Investors VII, Ltd.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
Hellman & Friedman Investors VII, L.P.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
HELLMAN & FRIEDMAN CAPITAL PARTNERS VII, L.P.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
HELLMAN & FRIEDMAN CAPITAL PARTNERS VII (PARALLEL), L.P.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
HFCP VII (PARALLEL-A), L.P.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
H&F EXECUTIVES VII, L.P.
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
Thorpe Allen R
415 MISSION STREET, SUITE 5700
SAN FRANCISCO, CA94105
X
Signatures
H&F CORPORATE INVESTORS VII, LTD. By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
HELLMAN & FRIEDMAN INVESTORS VII, L.P. By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
HELLMAN & FRIEDMAN CAPITAL PARTNERS VII, L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
HELLMAN & FRIEDMAN CAPITAL PARTNERS VII (PARALLEL), L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
HFCP VII (PARALLEL-A), L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
H&F EXECUTIVES VII, L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President 09/23/2020
** Signature of Reporting Person Date
ALLEN R. THORPE: /s/ Allen R. Thorpe 09/23/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )This amount represents the $32.25 secondary public offering price per share of the Common Stock of the Issuer less the underwriting discount of $0.9675 per share.
( 2 )Reflects securities directly held by Hellman & Friedman Capital Partners VII, L.P. ("HFCP VII").
( 3 )Reflects securities directly held by Hellman & Friedman Capital Partners VII (Parallel), L.P. ("HFCP VII Parallel").
( 4 )Reflects securities directly held by HFCP VII (Parallel-A), L.P. ("HFCP VII Parallel-A").
( 5 )Reflects securities directly held by H&F Executives VII, L.P. ("H&F VII Executives", and together with HFCP VII, HFCP VII Parallel and HFCP VII Parallel-A, the "H&F VII Funds").
( 6 )Reflects securities directly held by Hellman & Friedman Capital Partners VIII, L.P. ("HFCP VIII").
( 7 )Reflects securities directly held by Hellman & Friedman Capital Partners VIII (Parallel), L.P. ("HFCP VIII Parallel").
( 8 )Reflects securities directly held by HFCP VIII (Parallel-A), L.P. ("HFCP VIII Parallel-A").
( 9 )Reflects securities directly held by H&F Executives VIII, L.P. ("H&F VIII Executives").
( 10 )Reflects securities directly held by H&F Associates VIII, L.P. ("H&F VIII Associates", and together with HFCP VIII, HFCP VIII Parallel, HFCP VIII Parallel-A and H&F VIII Executives, the "H&F VIII Funds").
( 11 )Hellman & Friedman Investors VII, L.P. ("H&F Investors VII") is the general partner of each of the H&F VII Funds. H&F Corporate Investors VII, Ltd. ("H&F VII") is the general partner of H&F Investors VII. Hellman & Friedman Investors VIII, L.P. ("H&F Investors VIII") is the general partner of each of the H&F VIII Funds. H&F Corporate Investors VIII, Ltd. ("H&F VIII") is the general partner of H&F Investors VIII. A three member board of directors of each of H&F VII and H&F VIII has investment discretion over the shares held by the H&F VII Funds and the H&F VIII Funds, respectively. Allen R. Thorpe, a member of the board of directors of PPD, Inc. is a member of the boards of directors of H&F VII and H&F VIII.
( 12 )Represents in-kind distributions of shares of Common Stock previously held by HFCP VII to certain of its direct and indirect partners for the sole purpose of charitable giving.
( 13 )These shares of Common Stock were received by Mr. Thorpe in connection with pro rata distributions made by HFCP VII described above and were transferred as a charitable donation upon receipt.

Remarks:
Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons 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).
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.