Sec Form 4 Filing - BAIN CAPITAL INVESTORS LLC @ Cerevel Therapeutics Holdings, Inc. - 2020-11-09

Insider filing report for Changes in Beneficial Ownership
"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
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
BAIN CAPITAL INVESTORS LLC
2. Issuer Name and Ticker or Trading Symbol
Cerevel Therapeutics Holdings, Inc. [ CERE]
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
3. Date of Earliest Transaction (MM/DD/YY)
11/09/2020
(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
Common Stock 11/09/2020 P 332,293 A $ 10.3 60,632,356 I See Footnote ( 1 )
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
BAIN CAPITAL INVESTORS LLC
200 CLARENDON STREET
BOSTON, MA02116
X
BC Perception Holdings, LP
200 CLARENDON STREET
BOSTON, MA02116
X
BCPE Perception GP, LLC
200 CLARENDON STREET
BOSTON, MA02116
X
Bain Capital Fund XII, LP
200 CLARENDON STREET
BOSTON, MA02116
X
Bain Capital Partners XII, LLC
200 CLARENDON STREET
BOSTON, MA02116
X
Signatures
Bain Capital Investors, LLC, By: /s/ Christopher Gordon, Title: Managing Director 11/12/2020
Signature of Reporting Person Date
BC Perception Holdings, LP, By: BCPE Perception GP, LLC, its general partner, By: /s/ Christopher Gordon, Title: Authorized Signatory 11/12/2020
Signature of Reporting Person Date
BCPE Perception GP, LLC, By: /s/ Christopher Gordon, Title: Authorized Signatory 11/12/2020
Signature of Reporting Person Date
Bain Capital Fund XII, L.P., By: Bain Capital Partners XII, LLC, its general partner, By: Bain Capital Investors, LLC, its manager, By: /s/ Christopher Gordon, Title: Managing Director 11/12/2020
Signature of Reporting Person Date
Bain Capital Partners XII, LLC, By: Bain Capital Investors, LLC, its manager, By: /s/ Christopher Gordon, Title: Managing Director 11/12/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Bain Capital Fund XII, L.P. ("Fund XII") is the sole member of BCPE Perception GP, LLC ("Perception GP"), which is the general partner of BC Perception Holdings, LP ("BC Perception"). Bain Capital Investors, LLC ("BCI") is the manager of Bain Capital Partners XII, LLC ("Partners XII" and, together with BCI, BC Perception, Fund XII and Perception GP, the "Bain Capital Entities"), which is the general partner of Fund XII. As a result, each of the Bain Capital Entities may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BC Perception. Each of the Bain Capital Entities disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein.

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.