SLTA V (GP), L.L.C. - 15 Nov 2021 Form 4 Insider Report for FIRST ADVANTAGE CORP (FA)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
17 Nov 2021, 17:16:00 UTC
Prior SEC filing
02 Nov 2021
Next SEC filing
08 Dec 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Andrew J. Schader, Managing Director and General Counsel of Silver Lake Group, L.L.C.

Key filing fact

SLTA V (GP), L.L.C. filed Form 4 for FIRST ADVANTAGE CORP (FA) on 17 Nov 2021.

Key facts

  • This page summarizes SLTA V (GP), L.L.C.'s Form 4 filing for FIRST ADVANTAGE CORP (FA).
  • 6 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 17 Nov 2021, 17:16.

Change

  • Previous filing in this sequence was filed on 02 Nov 2021.
  • Current net transaction value: -$307,468,858.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

FA transaction

Common Stock

Sale

Transaction value
$304,676,227
Shares
-15,786,333
Change %
-14%
Price
$19.30
Shares after
94,947,680
Date
15 Nov 2021
Ownership
Held through SLP Fastball Aggregator, L.P.
Footnotes
F1, F2
FA transaction

Common Stock

Other

Transaction value
$0
Shares
-5,389,840
Change %
-5.7%
Price
$0.000000
Shares after
89,557,840
Date
15 Nov 2021
Ownership
Held through SLP Fastball Aggregator, L.P.
Footnotes
F2, F3
FA transaction

Common Stock

Sale

Transaction value
$1,046,952
Shares
-54,134
Change %
-42%
Price
$19.34
Shares after
75,329
Date
16 Nov 2021
Ownership
Held through Silver Lake Technology Associates V, L.P.
Footnotes
F4, F9
FA transaction

Common Stock

Sale

Transaction value
$115,866
Shares
-5,991
Change %
-42%
Price
$19.34
Shares after
8,337
Date
16 Nov 2021
Ownership
See footnote
Footnotes
F5, F9
FA transaction

Common Stock

Sale

Transaction value
$1,467,409
Shares
-75,329
Change %
-100%
Price
$19.48
Shares after
0
Date
17 Nov 2021
Ownership
Held through Silver Lake Technology Associates V, L.P.
Footnotes
F4, F10
FA transaction

Common Stock

Sale

Transaction value
$162,405
Shares
-8,337
Change %
-100%
Price
$19.48
Shares after
0
Date
17 Nov 2021
Ownership
See footnote
Footnotes
F5, F10
FA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
322,839
Date
15 Nov 2021
Ownership
Held through Silver Lake Group, L.L.C.
Footnotes
F6
FA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
90,373
Date
15 Nov 2021
Ownership
Direct
Footnotes
F7
FA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
25,563
Date
15 Nov 2021
Ownership
See footnote
Footnotes
F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 10 footnotes

Footnote F1

This amount represents the $20.00 secondary public offering price per share of common stock of First Advantage Corporation (the "Issuer"), less the underwriting discount of $0.70 per share for shares sold pursuant to a registered public offering.

Footnote F2

Represents securities held by SLP Fastball Aggregator, L.P. ("SLP Fastball"). SLP V Aggregator GP, L.L.C. ("SLP V GP") is the general partner of SLP Fastball. Silver Lake Technology Associates V, L.P. ("SLTA V") is the managing member of SLP V GP. SLTA V (GP), L.L.C. ("SLTA V GP") is the general partner of SLTA V. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA V GP. Mr. Joseph Osnoss serves as a member of the board of directors of the Issuer and is a Managing Member of SLG. Each of SLP Fastball, SLP V GP, SLTA V, SLTA V GP and SLG may be deemed to be a director by deputization of the Issuer.

Footnote F3

SLP Fastball and certain of its affiliates distributed shares of Common Stock to their respective partners and members as in-kind distributions. The receipt of shares of Common Stock by each of the Reporting Persons was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F4

These shares of Common Stock were received by SLTA V in connection with the distribution made by SLP Fastball described above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F5

These shares of Common Stock were received indirectly by Mr. Joseph Osnoss through his indirect interest in an entity in which he may be deemed to have a pecuniary interest, in connection with the pro rata distributions made by SLP Fastball and its affiliates described above. The receipt of such shares of Common Stock indirectly by Mr. Osnoss was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F6

These shares of Common Stock were received by SLG in connection with the distributions made by SLP Fastball and its affiliates described above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F7

Represents shares of Common Stock held by Mr. Joseph Osnoss immediately following the receipt of such shares in connection with the distributions of shares of Common Stock reported above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F8

Represents shares of Common Stock beneficially owned indirectly by Mr. Osnoss through a trust for the benefit of certain family members, which received such shares in connection with the distributions of shares of Common Stock reported above. The receipt of such shares of Common Stock indirectly by Mr. Osnoss was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act.

Footnote F9

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.175 to $19.64, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Footnote F10

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.12 to $19.75, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

SEC remarks

The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.

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