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)
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)
06/02/2009
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 06/02/2009 X 3,773,883(1) A $3 40,844,374 I See Notes(4)(5)
Common Stock 06/02/2009 X 65,558(2) A $3 40,844,374 I See Notes(4)(5)
Common Stock 06/02/2009 X 290,961(2)(3) A $3 40,844,374 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 Oversub Priv (Right to Buy)(6) $3 06/02/2009 X 3,773,883 05/12/2009 06/02/2009 Common Stock 3,773,883(1) $0 0 I See Notes(4)(5)
Subscription Rights Oversub Priv (Right to Buy)(6) $3 06/02/2009 X 65,558 05/12/2009 06/02/2009 Common Stock 65,558(2) $0 0 I See Notes(4)(5)
Subscription Rights Oversub Priv (Right to Buy)(6) $3 06/02/2009 X 290,961 05/12/2009 06/02/2009 Common Stock 290,961(3) $0 0 I See Notes(4)(5)
1. Name and Address of Reporting Person*
New Mountain Investments II, LLC

(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)
1. Name and Address of Reporting Person*
New Mountain Partners II L P

(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)
1. Name and Address of Reporting Person*
New Mountain Affiliated Investors II LP

(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)
1. Name and Address of Reporting Person*
Allegheny New Mountain Partners L P

(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)
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 7TH 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 its over-subscription rights. Following the reported transaction, New Mountain Partners II, L.P. directly owns 37,318,811 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 its over-subscription rights. Following the reported transaction, New Mountain Affiliated Investors II, L.P. directly owns 648,306 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 its over-subscription rights. Following the reported transaction, Allegheny New Mountain Partners, L.P. directly owns 2,877,257 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.
6. Pursuant to the terms of the Issuer's $60 million rights offering, stockholders who exercised their basic subscription privilege in full were entitled to exercise an over-subscription privilege to purchase any shares not purchased by other stockholders pursuant to their basic subscription privilege (subject to pro-ration with other stockholders exercising their over-subscription privileges) at the same per share subscription price that applied to the basic subscription privilege.
/s/ Steven Klinsky, Mg Mbr of New Mountain Investments II, LLC 06/04/2009
/s/ Steven Klinsky, Mg Mbr of GP of New Mountain Partners II, LP 06/04/2009
/s/ Steven Klinsky, Mg Mbr of GP of N.M. Affiliated Investors II, LP 06/04/2009
/s/ Steven Klinsky, Mg Mbr of GP of Allegheny N.M. Partners, LP 06/04/2009
/s/ Steven Klinsky 06/04/2009
/s/ Steven Klinsky, CEO, New Mountain Capital, LLC 06/04/2009
** Signature of Reporting Person Date
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