3//SEC Filing
WCAS MANAGEMENT CORP 3
Accession 0000905148-25-004309
CIK 0002071288other
Filed
Dec 10, 7:00 PM ET
Accepted
Dec 11, 7:53 PM ET
Size
32.8 KB
Accession
0000905148-25-004309
Insider Transaction Report
Form 3
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS XII Co-Investors LLC
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS - CO-INVEST HOLDCO, L.P.
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS MANAGEMENT CORP
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS XII ASSOCIATES CAYMAN, L.P.
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS XII ASSOCIATES LLC
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
WCAS CO-INVEST ASSOCIATES LLC
10% Owner
Holdings
- (indirect: See Footnote)
Common Units of Holdings LLC
→ Common Stock (3,219,023 underlying)
Footnotes (10)
- [F1]Represents common units ("Common Units") of Lumexa Imaging Equity Holdco, LLC ("Holdings LLC") held by the Reporting Persons. Each nine Common Units represent the right to acquire one share of the Issuer's common stock ("Common Stock") held by Holdings LLC. After the closing of the Issuer's initial public offering ("IPO"), Holdings LLC may distribute all or a portion of the shares of the Common Stock it holds to its remaining equity holders on a pro rata basis, not earlier than the expiration of a 180-day lock-up period (a "Distribution"). Accordingly, the shares of Common Stock reported on this row represent shares of Common Stock that the Reporting Persons are entitled to receive in connection with a Distribution in exchange for their Common Units.
- [F10][continued from footnote 9] Each managing member of WCAS XII Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- [F2]Represents Welsh, Carson, Anderson & Stowe XII Cayman, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates LLC.
- [F3]Represents Welsh, Carson, Anderson & Stowe XII Delaware II, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC.
- [F4]Represents Welsh, Carson, Anderson & Stowe XII Delaware, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Associates Cayman, L.P. is WCAS XII Associates LLC.
- [F5]Represents Welsh, Carson, Anderson & Stowe XII, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of Welsh, Carson, Anderson & Stowe XII, L.P. is WCAS XII Associates LLC.
- [F6]Represents WCAS XII Co-Investors LLC's pro-rata interest in the shares of Common Stock held by Holdings LLC. Investment and voting decisions with respect to the shares held by WCAS XII Co-Investors LLC are made by a committee of managing members of WCAS XII Co-Investors LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each managing member of WCAS XII Co-Investors LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS XII Co-Investors LLC except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- [F7]Represents WCAS Co-Invest Holdco, L.P.'s pro-rata interest in the shares of Common Stock held by Holdings LLC. The general partner of WCAS Co-Invest Holdco, L.P. is WCAS Co-Invest Associates LLC. Investment and voting decisions with respect to the shares held by WCAS Co-Invest Holdco, L.P. are made by a committee of the managing members of WCAS Co-Invest Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each managing member of WCAS Co-Invest Associates LLC disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS Co-Invest Holdco, L.P. except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- [F8]Represents WCAS Management Corporation's pro-rata interest in the shares of Common Stock held by Holdings LLC. Investment and voting decisions with respect to the shares held by WCAS Management Corporation are made by a committee of the board of directors of WCAS Management Corporation comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). Each member of the board of directors of WCAS Management Corporation disclaims beneficial ownership of the shares of Common Stock reported as beneficially owned by WCAS Management Corporation except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
- [F9]Investment and voting decisions with respect to the shares held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., Welsh, Carson, Anderson & Stowe XII Delaware, L.P., and Welsh, Carson, Anderson & Stowe XII, L.P. are made by a committee of the managing members of WCAS XII Associates LLC comprised of three or more individuals, including Brian Regan (who serves on the Issuer's board of directors). [continues in footnote 10]
Documents
Issuer
Lumexa Imaging Holdings, Inc.
CIK 0002071288
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001212983
Filing Metadata
- Form type
- 3
- Filed
- Dec 10, 7:00 PM ET
- Accepted
- Dec 11, 7:53 PM ET
- Size
- 32.8 KB