4//SEC Filing
Knaster Alexander M 4
Accession 0001493152-22-033541
CIK 0001759655other
Filed
Nov 22, 7:00 PM ET
Accepted
Nov 23, 4:05 PM ET
Size
23.7 KB
Accession
0001493152-22-033541
Insider Transaction Report
Form 4
Halsted John C.
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona Equity Advisors III Ltd
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona Capital Partners III, L.P.
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona PE Investments II, Ltd.
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona PE Investments Malta Ltd
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona Capital Management, LLC
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Pamplona Capital Management, LLP
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Knaster Alexander M
10% Owner
Transactions
- Sale
Common Stock
2022-11-21$22.56/sh−2,278,085$51,393,598→ 17,741,723 total(indirect: See Footnotes)
Footnotes (4)
- [F1]This statement is being filed by (i) Pamplona Capital Partners III, L.P. ("PCP III") (ii) Pamplona Equity Advisors III Ltd. ("PEA III"), (iii) Pamplona Private Equity Carryco III, L.P. ("Carryco III"), (iv) Pamplona Equity Carryco Advisors III, Ltd. ("PECA III"), (v) Pamplona PE Investments II, Ltd. ("PE Inv II"), (vi) Pamplona PE Investments Malta Limited ("PE Malta"), (vii) Pamplona Capital Management LLP, (viii) Pamplona Capital Management LLC, (ix) John C. Halsted and (x) Alexander M. Knaster (the foregoing, collectively, the "Reporting Persons").
- [F2]Pursuant to an underwriting agreement, dated November 16, 2022 (the "Underwriting Agreement"), and in connection with the public offering of common stock, par value $0.01 per share (the "Common Stock") of Privia Health Group, Inc. (the "Company") by the Company, the Company sold 5,750,000 shares (including 750,000 additional shares which the underwriters had the right to purchase) of Common Stock pursuant to the final prospectus filed by the Company on November 16, 2022, which offering was consummated on November 21, 2022 (the "Public Offering"). The amount above represents the $23.50 public maximum offering price per share of Common Stock in the Public Offering less the underwriting discount of $0.94 per share of Common Stock. The shares sold were held by a private investor group, which includes PCP III and Carryco III.
- [F3]Consists of (i) 13,483,709 shares of Common Stock held by PCP III and (ii) 4,258,014 shares of Common Stock held by Carryco III. PCP III and Carryco III are controlled by their respective general partners, PEA III and PECA III, which are both owned by PE Inv II, itself owned 100% by Mr. Knaster. PE Malta serves as an investment manager to PCP III. Pamplona Capital Management LLP and Pamplona Capital Management LLC (collectively, the "Pamplona Manager Entities") serve as investment advisors to PE Malta. Messrs. Halsted and Knaster are the principals of the Pamplona Manager Entities. Accordingly, each Reporting Person may be deemed to share beneficial ownership of the securities held of record by PCP III and Carryco III.
- [F4]Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Documents
Issuer
Privia Health Group, Inc.
CIK 0001759655
Entity typeother
Related Parties
1- filerCIK 0001308574
Filing Metadata
- Form type
- 4
- Filed
- Nov 22, 7:00 PM ET
- Accepted
- Nov 23, 4:05 PM ET
- Size
- 23.7 KB