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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Aramark [ ARMK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/26/2015 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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, par value $0.01 per share ("Common Stock") | 03/26/2015 | S | 5,714,076(1)(2) | D | $32.16(3) | 14,017,070(1)(2) | D(1)(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Represents shares of common stock, par value $0.01 per share ("Common Stock") of Aramark (the "Issuer"). Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership ("WP IX") is the direct record owner of the securities reported herein. Warburg Pincus IX GP L.P., a Delaware limited partnership ("WP IX GP LP"), is the general partner of WP IX. WPP GP LLC, a Delaware limited liability company ("WPP GP LLC"), is the general partner of WP IX GP LP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP LLC. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP LLC"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP LLC. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), manages WP IX. Charles R. Kaye and Joseph P. Landy are each a Managing General Partner of WP and Co-Chief Executive |
2. Each Warburg Pincus Reporting Person disclaims beneficial ownership with respect to any shares of Common Stock of the Issuer, except to the extent of its pecuniary interest in such shares of Common Stock. Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, WP IX, WP IX GP LP, WPP GP LLC, WP Partners, WP Partners GP LLC and WP may be deemed directors-by-deputization. Information with respect to each of the Warburg Pincus Reporting Persons is given solely by such Warburg Pincus Reporting Person, and no Warburg Pincus Reporting Person has responsibility for the accuracy or completeness of information supplied by another Warburg Pincus Reporting Person. |
3. This amount represents the $32.16 purchase price per share of Common Stock of the issuer pursuant to that certain Underwriting Agreement, dated as of March 23, 2015, by and among the Issuer, the underwriter identified therein and WP IX and the other selling stockholders identified therein. |
Remarks: |
* The Power of Attorney given by each of Mr. Kaye and Mr. Landy was previously filed with the U.S. Securities & Exchange Commission on November 26, 2013 as an exhibit to a statement on Form 4 filed by Warburg Pincus Private Equity IX, L.P. with respect to Laredo Petroleum Holdings, Inc. and is hereby incorporated by reference. |
SEE EXHIBIT 99.1 - SIGNATURES | 03/26/2015 | |
** Signature of Reporting Person | 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. | ||
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. |
WARBURG PINCUS PRIVATE EQUITY IX, L.P.
By: Warburg Pincus IX GP L.P., its General Partner,
By: WPP GP LLC, its General Partner,
By: Warburg Pincus Partners, L.P. its Managing Member,
By: Warburg Pincus Partners GP LLC, its General Partner,
By: Warburg Pincus & Co, its Managing Member
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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WARBURG PINCUS IX GP L.P.
By: WPP GP LLC, its General Partner,
By: Warburg Pincus Partners, L.P. its Managing Member,
By: Warburg Pincus Partners GP LLC, its General Partner,
By: Warburg Pincus & Co, its Managing Member
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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WPP GP LLC
By: Warburg Pincus Partners, L.P. its Managing Member,
By: Warburg Pincus Partners GP LLC, its General Partner,
By: Warburg Pincus & Co, its Managing Member
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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WARBURG PINCUS PARTNERS, L.P.
By: Warburg Pincus Partners GP LLC, its General Partner,
By: Warburg Pincus & Co, its Managing Member
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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WARBURG PINCUS PARTNERS GP LLC
By: Warburg Pincus & Co, its Managing Member
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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WARBURG PINCUS LLC,
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Managing Director
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WARBURG PINCUS & CO.
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Partner
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CHARLES R. KAYE
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Attorney-in-Fact*
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JOSEPH P. LANDY
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By:
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/s/ Robert B. Knauss
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03/26/2015
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Name:
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Robert B. Knauss
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Title:
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Attorney-in-Fact*
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