Form 4 for WAY Waystar Holding Corp.
Accepted 2024-12-16 00:00:00 ET · period of report 2024-12-12 · accession 0000950170-24-136777 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| MI | 2024-12-16 | 2024-12-12 | WAY | BCPE Derby GP, LLC | 10% | J - Other | — | 0 | 4.04M | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Ordinary Shares, $0.01 par value | 2024-12-12 | J | A | 23,936,936 | — | 27,980,417 | I See Footnote | — | — | (F2) On December 12, 2024, Derby SPV Investor received 23,936,936 shares of Common Stock (the "Shares") in a transaction that is exempt from Section 16 pursuant to Rule 16a-13, wherein Derby Investor distributed the Shares to Fund XI, and then Fund XI immediately contributed the Shares to Derby SPV Investor. Following the transaction, Derby Investor directly owns 4,043,481 shares and Derby SPV Investor directly owns 23,936,936 shares. (F1) Bain Capital Fund XI, LP ("Fund XI") is the (i) sole member of BCPE Derby GP, LLC ("Derby GP"), which is the general partner of BCPE Derby Investor, LP ("Derby Investor"), and (ii) sole member of BCPE Derby (DE) SPV, LLC, ("Derby SPV GP"), which is the general partner of BCPE Derby (DE) SPV, LP ("Derby SPV Investor"). Bain Capital Investors, LLC ("BCI") is the manager of Bain Capital Partners XI, LP ("Partners XI" and, together with BCI, Derby GP, Derby Investor, Derby SPV GP, Derby SPV Investor and Fund XI, the "Bain Capital Entities"), which is the general partner of Fund XI. As a result, each of the Bain Capital Entities may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by Derby Investor and Derby SPV Investor. Each of the Bain Capital Entities disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein. |
| 2 | Common | Ordinary Shares, $0.01 par value | 2024-12-12 | J | D | 23,936,936 | — | 4,043,481 | I See Footnote | — | — | (F2) On December 12, 2024, Derby SPV Investor received 23,936,936 shares of Common Stock (the "Shares") in a transaction that is exempt from Section 16 pursuant to Rule 16a-13, wherein Derby Investor distributed the Shares to Fund XI, and then Fund XI immediately contributed the Shares to Derby SPV Investor. Following the transaction, Derby Investor directly owns 4,043,481 shares and Derby SPV Investor directly owns 23,936,936 shares. (F1) Bain Capital Fund XI, LP ("Fund XI") is the (i) sole member of BCPE Derby GP, LLC ("Derby GP"), which is the general partner of BCPE Derby Investor, LP ("Derby Investor"), and (ii) sole member of BCPE Derby (DE) SPV, LLC, ("Derby SPV GP"), which is the general partner of BCPE Derby (DE) SPV, LP ("Derby SPV Investor"). Bain Capital Investors, LLC ("BCI") is the manager of Bain Capital Partners XI, LP ("Partners XI" and, together with BCI, Derby GP, Derby Investor, Derby SPV GP, Derby SPV Investor and Fund XI, the "Bain Capital Entities"), which is the general partner of Fund XI. As a result, each of the Bain Capital Entities may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by Derby Investor and Derby SPV Investor. Each of the Bain Capital Entities disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein. |