SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
New Mountain Investments II, LLC

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DELTEK, INC [ PROJ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/27/2009 X 10,445,542(1) A $3 36,713,972 I See Notes(4)(5)
Common Stock 05/27/2009 X 181,461(2) A $3 36,713,972 I See Notes(4)(5)
Common Stock 05/27/2009 X 805,345(3) A $3 36,713,972 I See Notes(4)(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Subscription Rights (Right to Buy) $3 05/27/2009 X 23,099,386 05/12/2009 05/27/2009 Common Stock 10,445,542(1) $0 0 I See Notes(4)(5)
Subscription Rights (Right to Buy) $3 05/27/2009 X 401,287 05/12/2009 05/27/2009 Common Stock 181,461(2) $0 0 I See Notes(4)(5)
Subscription Rights (Right to Buy) $3 05/27/2009 X 1,780,951 05/12/2009 05/27/2009 Common Stock 805,345(3) $0 0 I See Notes(4)(5)
1. Name and Address of Reporting Person*
New Mountain Investments II, LLC

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Partners II L P

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Affiliated Investors II LP

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Allegheny New Mountain Partners L P

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLINSKY STEVEN B

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Capital, L.L.C.

(Last) (First) (Middle)
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The securities shown were purchased by New Mountain Partners II, L.P. pursuant to the exercise of subscription rights. Following the reported transaction, New Mountain Partners II, L.P. directly owns 33,544,928 shares of common stock of the issuer.
2. The securities shown were purchased by New Mountain Affiliated Investors II, L.P. pursuant to the exercise of subscription rights. Following the reported transaction, New Mountain Affiliated Investors II, L.P. directly owns 582,748 shares of common stock of the issuer.
3. The securities shown were purchased by Allegheny New Mountain Partners, L.P. pursuant to the exercise of subscription rights. Following the reported transaction, Allegheny New Mountain Partners, L.P. directly owns 2,586,296 shares of common stock of the issuer.
4. New Mountain Investments II, L.L.C. is the general partner of each of New Mountain Partners II, L.P., New Mountain Affiliated Investors II, L.P., and Allegheny New Mountain Partners, L.P. (collectively, the "New Mountain Funds"). Steven B. Klinsky is the managing member of New Mountain Investments II, L.L.C. and the chief executive officer of New Mountain Capital, L.L.C. New Mountain Capital, L.L.C. is the manager of each of the New Mountain Funds.
5. See Exhibit 99.
/s/ Steven Klinsky, Mg Mbr of New Mountain Investments II, LLC 05/29/2009
/s/ Steven Klinsky, Mg Mbr of GP of New Mountain Partners II, LP 05/29/2009
/s/ Steven Klinsky, Mg Mbr of GP of N.M. Affiliated Investors II, LP 05/29/2009
/s/ Steven Klinsky, Mg Mbr of GP of Allegheny N.M. Partners, LP 05/29/2009
/s/ Steven Klinsky 05/29/2009
/s/ Steven Klinsky, CEO, New Mountain Capital, L.L.C. 05/29/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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