HireRight Holdings Corporation
06/28/2024 | Press release | Distributed by Public on 06/28/2024 10:02
Statement of Changes in Beneficial Ownership - Form 4
Ownership Submission
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(e.g., puts, calls, warrants, options, convertible securities)
| 1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
| Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owners
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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GENERAL ATLANTIC, L.P. C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK, NY10055 |
X | X |
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General Atlantic (Lux) S.a r.l. 412F ROUTE D'ESCH LUXEMBOURG, N4L-1471 |
X | X |
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GAP COINVESTMENTS III, LLC C/O GENERAL ATLANTIC SERVICE COMPANY,LP 55 EAST 52ND STREET, 33RD FLOOR NEW YORK, NY10055 |
X | X |
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GAP COINVESTMENTS IV, LLC C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK, NY10055 |
X | X |
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GAP Coinvestments V, LLC C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK, NY10055 |
X | X |
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GAP Coinvestments CDA, L.P. C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND ST. 32ND FLOOR NEW YORK, NY10055 |
X | X |
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General Atlantic Partners (Bermuda) IV, L.P. C/O CONYERS CLIENT SERVICES LIMITED CLARENDON HOUSE, 2 CHURCH STREET HAMILTON, D0HM11 |
X | X |
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General Atlantic Partners (Bermuda) EU, L.P. C/O CONYERS CLIENT SERVICES LIMITED CLARENDON HOUSE, 2 CHURCH STREET HAMILTON, D0HM11 |
X | X |
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General Atlantic Partners (Lux), SCSp 412F, ROUTE D'ESCH LUXEMBOURG, N4L-1471 |
X | X |
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General Atlantic GenPar (Lux) SCSp 412F, ROUTE D'ESCH LUXEMBOURG, N4L-1471 |
X | X |
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Signatures
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Ingrid van der Hoorn | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Michael Gosk | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Ingrid van der Hoorn | 2024-06-28 |
| **Signature of Reporting Person | Date |
| /s/ Ingrid van der Hoorn | 2024-06-28 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| (*) | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | On June 28, 2024, Hearts Merger Sub, Inc., a Delaware corporation ("Merger Sub") and a wholly owned subsidiary of Hearts Parent, LLC, a Delaware limited liability company ("Parent"), completed its merger (the "Merger") with and into HireRight Holdings Corporation (the "Issuer"), pursuant to the terms of the Agreement and Plan of Merger, dated February 15, 2024 (the "Merger Agreement"), by and among Parent, Merger Sub and the Issuer. The Issuer was the surviving corporation in the Merger and, as a result, is now a wholly owned subsidiary of Parent (cont'd in FN2). |
| (2) | (cont'd from FN1) Immediately prior to the effective time of the Merger (the "Effective Time"), General Atlantic (HRG) Collections, L.P., GAPCO AIV Interholdco (GS), L.P., GA AIV-1 B Interholdco (GS), L.P., GA AIV-1 A Interholdco (GS), L.P. and General Atlantic Partners (Bermuda) HRG II, L.P. contributed and transferred to an entity that indirectly owns 100% of the equity interests of Parent ("TopCo") 32,109,898 shares of common stock of the Issuer ("Shares") in exchange for newly issued equity interests of TopCo. |
| (3) | The securities were held by Peter Munzig, Joshua Feldman and Rene Kern solely for the benefit of General Atlantic Service Company, L.P., which is controlled by the partnership committee of GASC MGP, LLC (the "Partnership Committee"*). Each of the members of the Partnership Committee disclaims ownership of the shares except to the extent that he has a pecuniary interest therein. |
| (4) | Represents 60,692 Shares that were disposed of at the Effective Time pursuant to the Merger Agreement. |
| (5) | At the Effective Time, each outstanding Share was canceled and converted into the right to receive $14.35 in cash, without interest, per Share. |