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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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
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 (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BAIN CAPITAL INVESTORS LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BC BRIGHTNESS SPV GP, LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BC Brightness SPV, LP 200 CLARENDON STREET BOSTON,, MA 02116 |
X | |||
BCIP Associates III, LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP Associates III 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP Associates III-B, LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP Associates III-B 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP T Associates III, LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP Trust Associates III 200 CLARENDON STREET BOSTON, MA 02116 |
X | |||
BCIP T Associates III-B, LLC 200 CLARENDON STREET BOSTON, MA 02116 |
X |
Bain Capital Investors, LLC, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Managing Director | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BC Brightness SPV GP, LLC, By: Bain Capital Investors, LLC, its Sole Member, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Managing Director | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BC Brightness SPV, LP, By: BC Brightness SPV GP, LLC, its General Partner, By: Bain Capital Investors, LLC, its Sole Member, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Managing Director | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP Associates III, LLC, By: BCIP Associates III, its Manager, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP Associates III, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP Associates III-B, LLC, By: BCIP Associates III-B, its Manager, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP Associates III-B, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP T Associates III, LLC, By: BCIP Trust Associates III, its Manager, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP Trust Associates III, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date | |
BCIP T Associates III-B, LLC, By: BCIP Trust Associates III-B, its Manager, By: Boylston Coinvestors, LLC, as Managing Partner, By: /s/ Joshua Bekenstein, Name: Joshua Bekenstein, Title: Authorized Signatory | 11/16/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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) | Bain Capital Investors, LLC ("BCI") is the sole member of BC Brightness SPV GP, LLC ("BC SPV GP"), which is the sole general partner of BC Brightness SPV, LP ("BC SPV"). As a result, BC SPV GP may be deemed to share voting and dispositive power with respect to shares of Common Stock held by BC SPV. BC SPV GP disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On November 14, 2017, BC SPV sold 3,462,449 shares of Common Stock. Following such sale, BC SPV held 4,429,830 shares of Common Stock. |
(2) | On November 14, 2017, BCIP Associates III, LLC ("BCIP III"), whose manager is BCIP Associates III ("BCIPA III"), whose managing partner is Boylston Coinvestors, LLC ("Boylston"), sold 24,570 shares of Common Stock. Following such sale, BCIP III held 31,057 shares of Common Stock. BCIPA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III. BCIPA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(3) | On November 14, 2017, BCIP Associates III-B, LLC ("BCIP III-B"), whose manager is BCIP Associates III-B ("BCIPA III-B"), whose managing partner is Boylston, sold 4,850 shares of Common Stock Following such sale, BCIP III-B held 5,639 shares of Common Stock. BCIPA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III-B. BCIPA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(4) | On November 14, 2017, BCIP T Associates III, LLC ("BCIPT III"), whose manager is BCIP Trust Associates III ("BCIPTA III"), whose managing partner is Boylston, sold 11,800 shares of Common Stock. Following such sale, BCIPT III held 13,485 shares of Common Stock. BCIPTA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III. BCIPTA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(5) | On November 14, 2017, BCIP T Associates III-B, LLC ("BCIPT III-B"), whose manager is BCIP Trust Associates III-B ("BCIPTA III-B"), whose managing partner is Boylston, sold 817 shares of Common Stock. Following such sale, BCIPT III-B held 934 shares of Common Stock. BCIPTA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III-B. BCIPTA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(6) | On November 14, 2017, BCIP Associates-G ("BCIP G" and together with BC SPV, BCIP III, BCIP III-B, BCIPT III and BCIPT III-B, the "Bain Capital Entities"), whose managing partner is Boylston, sold 513 shares of Common Stock. Following such sale, BCIP G held 588 shares of Common Stock. |
(7) | The governance, investment strategy and decision-making process with respect to the investments held by the Bain Capital Entities is directed by the Global Private Equity Board of BCI. As a result, BCI may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by the Bain Capital Entities. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
Remarks: Form 1 of 2 |