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*
H.I.G. Surgery Centers, LLC

(Last) (First) (Middle)
C/O H.I.G. CAPITAL
1450 BRICKELL AVENUE, 31ST FLOOR

(Street)
MIAMI FL 33131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Surgery Partners, Inc. [ SGRY ]
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)
10/21/2015
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 10/21/2015 S (2) 1,324,464 D $19 26,455,651 D (1)
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
1. Name and Address of Reporting Person*
H.I.G. Surgery Centers, LLC

(Last) (First) (Middle)
C/O H.I.G. CAPITAL
1450 BRICKELL AVENUE, 31ST FLOOR

(Street)
MIAMI FL 33131

(City) (State) (Zip)
1. Name and Address of Reporting Person*
HIG GP II INC

(Last) (First) (Middle)
C/O H.I.G. CAPITAL
1450 BRICKELL AVENUE, 31ST FLOOR

(Street)
MIAMI FL 33131

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MNAYMNEH SAMI

(Last) (First) (Middle)
C/O H.I.G. CAPITAL
1450 BRICKELL AVENUE, 31ST FLOOR

(Street)
MIAMI FL 33131

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TAMER ANTHONY

(Last) (First) (Middle)
C/O H.I.G. CAPITAL
1450 BRICKELL AVENUE, 31ST FLOOR

(Street)
MIAMI FL 33131

(City) (State) (Zip)
Explanation of Responses:
1. The Common Stock directly beneficially owned by H.I.G. Surgery Centers, LLC may be deemed to be indirectly beneficially owned by H.I.G.-GPII, Inc., Sami W. Mnaymneh and Anthony A. Tamer. H.I.G.-GPII, Inc. is the manager of H.I.G. Surgery Centers, LLC , and Messrs. Mnaymneh and Tamer are co-presidents, directors and the sole shareholders of H.I.G.-GPII, Inc. Each of the Reporting Persons has shared voting and dispositive power over these securities, however each of them disclaims beneficial ownership of such securities except to the extent of their respective pecuniary interests therein.
2. Shares sold pursuant to the exercise of the underwriters' over-allotment option in connection with the Issuer's initial public offering.
Remarks:
H.I.G. Surgery Centers, LLC by H.I.G.-GPII, Inc. its manager, by: /s/ Richard H. Siegel, Vice President and General Counsel 10/22/2015
H.I.G.-GPII, Inc. by: /s/ Richard H. Siegel, Vice President and General Counsel 10/22/2015
Sami W. Mnaymneh by: /s/ Richard H. Siegel, Attorney-in-Fact 10/22/2015
Anthony A. Tamer by: /s/ Richard H. Siegel, Attorney-in-Fact 10/22/2015
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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