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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 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 Holdings Corp [ ARMK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/17/2013 | ||||||||||||||||||||||||||
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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") | 12/17/2013 | S | 1,267,164(11) | D | $18.9 | 19,932,836 | D(1)(2)(3) | |||
| Common Stock | 12/17/2013 | S | 714,573 | D | $18.9 | 11,240,430 | D(1)(2)(3)(4) | |||
| Common Stock | 12/17/2013 | S | 171,294 | D | $18.9 | 2,694,503 | D(1)(2)(3)(5) | |||
| Common Stock | 12/17/2013 | S | 26,320 | D | $18.9 | 414,020 | D(1)(2)(3)(6) | |||
| Common Stock | 12/17/2013 | S | 85,998 | D | $18.9 | 1,352,762 | D(1)(2)(3)(7) | |||
| Common Stock | 12/17/2013 | S | 9,617 | D | $18.9 | 151,282 | D(1)(2)(3)(8) | |||
| Common Stock | 12/17/2013 | S | 57,997 | D | $18.9 | 912,311 | D(1)(2)(3)(9) | |||
| Common Stock | 12/17/2013 | S | 201,365 | D | $18.9 | 3,167,528 | D(1)(2)(3)(10) | |||
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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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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This Form 4 is being filed by (i) J.P. Morgan Partners (BHCA), L.P. ("JPMP BHCA"), (ii) J.P. Morgan Partners Global Investors, L.P. ("J.P.Morgan Global"), (iii) J.P. Morgan Partners Global Investors A, L.P. ("JPMP Global A"), (iv) J.P. Morgan Partners Global Investors (Cayman), L.P. ("JPMP Cayman"), (v) J.P. Morgan Partners Global Investors (Cayman) II, L.P. ("JPMP Cayman II"), (vi) J.P. Morgan Partners Global Investors (Selldown), L.P. ("JPMP Selldown"), (vii) J.P. Morgan Partners Global Investors (Selldown) II, L.P. ("JPMP Selldown II", and together with J.P. Morgan Global, JPMP Global A, JPMP Cayman, JPMP Cayman II, JPMP Selldown and JPMP Selldown II, the "Global Funds"), (viii) JPMP Master Fund Manager, L.P. ("JPMP MFM"), the general partner of JPMP BHCA, (ix) JPMP Global Investors, L.P.("JPMP Global"), the general partner of the Global Funds, and (x) JPMP Capital Corp. (Continued to footnote 2) |
| 2. ("JPMP Capital", and together with JPMP BHCA, the Global Funds, JPMP MFM and JPMP Global, the "Reporting Persons"), the general partner of JPMP MFM and JPMP Global. Each of JPMP Global and JPMP Capital may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act") to beneficially own the shares held by the Global Funds. Each of JPMP MFM and JPMP Capital may be deemed, pursuant to Rule 13d-3 under the Exchange Act to beneficially own the shares held by JPMP BHCA. The amount shown represents the beneficial ownership of the Issuer's Ordinary Shares held by the Reporting Persons as a group. The Reporting Persons disclaim beneficial ownership of the securities to the extent it exceeds their pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for the purposes of Section 16 or otherwise. (Continued to footnote 3) |
| 3. The amount shown represents the beneficial ownership of the Issuer's common stock held by the Reporting Persons as a group. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. |
| 4. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners (BHCA), L.P. |
| 5. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors, L.P. |
| 6. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors A, L.P. |
| 7. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors (Cayman), L.P. |
| 8. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors (Cayman) II, L.P. |
| 9. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors (Selldown), L.P. |
| 10. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by J.P. Morgan Partners Global Investors (Selldown) II, L.P. |
| 11. The amount shown represents the aggregate number of shares disposed by the Reporting Persons. |
| J.P. MORGAN PARTNERS (BHCA), L.P., By: JPMP Master Fund Manager, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS, L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS A, L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS (SELLDOWN), L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS (SELLDOWN) II, L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS (CAYMAN), L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| J.P. MORGAN PARTNERS GLOBAL INVESTORS (CAYMAN) II, L.P., By: JPMP Global Investors, L.P., Its General Partner, By: JPMP Capital Corp., Its General Partner, By: /s/ Ana Capella Gomez-Acebo, Name: Ana Capella Gomez-Acebo, Title: Managing Director | 12/19/2013 | |
| ** 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. | ||