Form 4 for PRVA Privia Health Group, Inc.
Accepted 2023-05-11 00:00:00 ET · period of report 2023-05-08 · accession 0001493152-23-016378 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| I | 2023-05-11 | 2023-05-08 | PRVA | Pamplona Capital Management, LLP | 10% | S - Sale | $21.62 | -17.74M | 0 | -100% | -$383.58M |
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 | Common Stock | 2023-05-08 | S | D | 17,741,723 | $21.62 | 0 | I See Footnotes | — | — | (F2) Pursuant to an underwriting agreement, dated May 4, 2023 (the "Underwriting Agreement"), and in connection with a registered secondary offering and sale of common stock, par value $0.01 per share (the "Common Stock") of Privia Health Group, Inc. (the "Company") by the selling stockholders listed on Schedule I to the Underwriting Agreement, PCP III sold 13,483,709 shares of Common Stock and Carryco III sold 4,258,014 shares of Common Stock at a purchase price of $21.615 per share. (F3) PCP III and Carryco III are controlled by their respective general partners, PEA III and PECA III, which are both owned by PE Inv II, itself owned 100% by Mr. Knaster. PE Malta serves as an investment manager to PCP III. Pamplona Capital Management LLP and Pamplona Capital Management LLC (collectively, the "Pamplona Manager Entities") serve as investment advisors to PE Malta. Messrs. Halsted and Knaster are the principals of the Pamplona Manager Entities. Accordingly, each Reporting Person may be deemed to share beneficial ownership of the securities held of record by PCP III and Carryco III. (F1) This statement is being filed by (i) Pamplona Capital Partners III, L.P. ("PCP III") (ii) Pamplona Equity Advisors III Ltd. ("PEA III"), (iii) Pamplona Private Equity Carryco III, L.P. ("Carryco III"), (iv) Pamplona Equity Carryco Advisors III, Ltd. ("PECA III"), (v) Pamplona PE Investments II, Ltd. ("PE Inv II"), (vi) Pamplona PE Investments Malta Limited ("PE Malta"), (vii) Pamplona Capital Management LLP, (viii) Pamplona Capital Management LLC, (ix) John C. Halsted and (x) Alexander M. Knaster (the foregoing, collectively, the "Reporting Persons"). (F4) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |