| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HRT | Common Stock | Other | -32.1M | -99.81% | 60.7K | Jun 28, 2024 | See Remarks | F1, F2 | ||
| transaction | HRT | Common Stock | Disposed to Issuer | -$871K | -60.7K | -100% | $14.35 | 0 | Jun 28, 2024 | See footnote | F3, F4, F5 |
General Atlantic, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | 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). |
| F2 | (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. |
| F3 | 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. |
| F4 | Represents 60,692 Shares that were disposed of at the Effective Time pursuant to the Merger Agreement. |
| F5 | At the Effective Time, each outstanding Share was canceled and converted into the right to receive $14.35 in cash, without interest, per Share. |
Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act. General Atlantic, L.P., GAP (Bermuda) L.P., GAP Coinvestments III, LLC, GAP Coinvestments IV, LLC, GAP Coinvestments V, LLC, GAP Coinvestments CDA, L.P., General Atlantic (SPV) GP (Bermuda), LLC, General Atlantic GenPar (Bermuda), L.P., General Atlantic Partners (Lux) SCSp, General Atlantic GenPar (Lux) SCSp, General Atlantic (Lux) S.a r.l., General Atlantic Partners (Bermuda) IV, L.P., General Atlantic Partners (Bermuda) EU, L.P., General Atlantic Partners (Bermuda) HRG II, L.P., General Atlantic GenPar, L.P., 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., General Atlantic Partners AIV-1 A, L.P., GA AIV-1 B Interholdco, L.P., General Atlantic Partners AIV-1 B, L.P., General Atlantic Partners 100, L.P., GAPCO AIV Holdings, L.P., and General Atlantic (SPV) GP, LLC may be deemed to be members of a "group" within the meaning of Rule 13d-5 of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. *The Partnership Committee is formerly the Management Committee, with composition effective pending applicable regulatory approvals. // Form 1 of 2