0001567619-21-017393.txt : 20210921 0001567619-21-017393.hdr.sgml : 20210921 20210921162713 ACCESSION NUMBER: 0001567619-21-017393 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210917 FILED AS OF DATE: 20210921 DATE AS OF CHANGE: 20210921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VIKING GLOBAL INVESTORS LP CENTRAL INDEX KEY: 0001103804 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266786 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 212-672-7050 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HALVORSEN OLE ANDREAS CENTRAL INDEX KEY: 0001133006 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266782 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVE 35TH CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities Portfolio GP LLC CENTRAL INDEX KEY: 0001629472 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266784 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: VGO Portfolio GP LLC DATE OF NAME CHANGE: 20141230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ott David C. CENTRAL INDEX KEY: 0001621842 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266781 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DRAGSA 88 LLC CENTRAL INDEX KEY: 0001883348 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266779 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities GP LLC CENTRAL INDEX KEY: 0001629476 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266783 BUSINESS ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-863-5000 MAIL ADDRESS: STREET 1: 55 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Viking Global Opportunities Illiquid Investments Sub-Master LP CENTRAL INDEX KEY: 0001629482 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266785 BUSINESS ADDRESS: STREET 1: MORGAN STANLEY SERVICES (CAYMAN) STREET 2: CRICKET SQ., HUTCHINS DR., P.O. BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 BUSINESS PHONE: 441-295-9166 MAIL ADDRESS: STREET 1: MORGAN STANLEY SERVICES (CAYMAN) STREET 2: CRICKET SQ., HUTCHINS DR., P.O. BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 FORMER NAME: FORMER CONFORMED NAME: VGO Illiquid Investments Sub-Master LP DATE OF NAME CHANGE: 20141230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shabet Rose Sharon CENTRAL INDEX KEY: 0001711393 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40797 FILM NUMBER: 211266780 MAIL ADDRESS: STREET 1: C/O VIKING GLOBAL INVESTORS LP STREET 2: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROCEPT BioRobotics Corp CENTRAL INDEX KEY: 0001588978 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 260199180 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 900 ISLAND DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 650-232-7200 MAIL ADDRESS: STREET 1: 900 ISLAND DRIVE CITY: REDWOOD CITY STATE: CA ZIP: 94065 4 1 doc1.xml FORM 4 X0306 4 2021-09-17 0 0001588978 PROCEPT BioRobotics Corp PRCT 0001103804 VIKING GLOBAL INVESTORS LP 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001629482 Viking Global Opportunities Illiquid Investments Sub-Master LP MORGAN STANLEY SERVICES (CAYMAN) CRICKET SQ., HUTCHINS DR., P.O. BOX 2681 GRAND CAYMAN E9 KY1-1111 CAYMAN ISLANDS 0 0 1 0 0001629472 Viking Global Opportunities Portfolio GP LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001629476 Viking Global Opportunities GP LLC 55 RAILROAD AVENUE GREENWICH CT 06830 0 0 1 0 0001133006 HALVORSEN OLE ANDREAS C/O VIKING GLOBAL INVESTORS LP 280 PARK AVE 35TH NEW YORK NY 10017 0 0 1 0 0001621842 Ott David C. C/O VIKING GLOBAL INVESTORS LP 280 PARK AVE 35TH NEW YORK NY 10017 0 0 1 0 0001711393 Shabet Rose Sharon C/O VIKING GLOBAL INVESTORS LP 280 PARK AVE 35TH NEW YORK NY 10017 0 0 1 0 0001883348 DRAGSA 88 LLC 55 RAILROAD AVE GREENWICH CT 06830 0 0 1 0 Common Stock 2021-09-17 4 C 0 3407028 A 3715170 I See Explanation of Responses Common Stock 2021-09-17 4 C 0 678985 A 4394155 I See Explanation of Responses Common Stock 2021-09-17 4 C 0 113737 A 4507892 I See Explanation of Responses Common Stock 2021-09-17 4 P 0 400000 35 A 400000 I See Explanation of Responses Series E Preferred Stock 2021-09-17 4 C 0 3407028 0 D Common Stock 3407028 0 I See Explanation Responses Series F Preferred Stock 2021-09-17 4 C 0 678985 0 D Common Stock 678985 0 I See Explanation Responses Series G Preferred Stock 2021-09-17 4 C 0 113737 0 D Common Stock 113737 0 I See Explanation Responses Andreas Halvorsen, David C. Ott and Rose S. Shabet are Executive Committee members of certain management entities, including Viking Global Partners LLC, the general partner of Viking Global Investors LP ("VGI") and Viking Global Opportunities GP LLC ("Opportunities GP"), the sole owner of Viking Global Opportunities Portfolio GP LLC ("Opportunities Portfolio GP"). VGI provides managerial services to various investment funds and vehicles, including Viking Global Opportunities Illiquid Investments Sub-Master LP ("Opportunities Fund") and DRAGSA 88 LLC ("DRAGSA 88"). Each of VGI, Mr. Halvorsen, Mr. Ott and Ms. Shabet (collectively the "Reporting Persons") may be deemed to beneficially own all of the securities reported on this form. These shares are held directly by Opportunities Fund. VGI provides managerial services to Opportunities Fund. Because of the relationship between VGI and Opportunities Fund, VGI may be deemed to beneficially own the shares held directly by Opportunities Fund. Opportunities Portfolio GP is the general partner of Opportunities Fund. Because of the relationship between Opportunities Portfolio GP and Opportunities Fund, Opportunities Portfolio GP may be deemed to beneficially own the shares held directly by Opportunities Fund. Opportunities GP is the sole owner of Opportunities Portfolio GP. Because of the relationship between Opportunities GP and Opportunities Portfolio GP, Opportunities GP may be deemed to beneficially own the shares held directly by Opportunities Fund. The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. The Series E Preferred Units were convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and automatically converted immediately prior to the closing of the initial public offering (the "Closing") of PROCEPT BioRobotics Corp (the "Issuer"). The shares had no expiration date. The Series F Preferred Units were convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and automatically converted immediately prior to the Closing. The shares had no expiration date. The Series G Preferred Units were convertible into shares of Common Stock on a 1:1 basis, at the Reporting Person's election, without payment of further consideration, and automatically converted immediately prior to the Closing. The shares had no expiration date. These shares are held directly by DRAGSA 88. VGI provides managerial services to DRAGSA 88. Because of the relationship between VGI and DRAGSA 88, VGI may be deemed to beneficially own the shares held directly by DRAGSA 88. The membership interests of DRAGSA 88 are held by Viking Global Opportunities Intermediate LP and Viking Global Opportunities LP. Opportunities GP is the general partner of Viking Global Opportunities LP and Viking Global Opportunities Intermediate LP. Because of the relationship between Opportunities GP and DRAGSA 88, Opportunities GP may be deemed to beneficially own the shares of Common Stock held directly by DRAGSA 88. Scott M. Hendler is signing on behalf of Mr. Halvorsen, Mr. Ott and Ms. Shabet, each individually and as an Executive Committee Member of VIKING GLOBAL PARTNERS LLC, on behalf of VIKING GLOBAL INVESTORS LP (for itself and as manager of DRAGSA 88 LLC), and as an Executive Committee Member of VIKING GLOBAL OPPORTUNITIES GP LLC, on behalf of itself and VIKING GLOBAL OPPORTUNITIES PORTFOLIO GP LLC, and VIKING GLOBAL OPPORTUNITIES ILLIQUID INVESTMENTS SUB-MASTER LP, pursuant to authorization and designation letters dated February 9, 2021, which were filed with the Securities and Exchange Commission on June 7, 2021. /s/ Scott M. Hendler signing on behalf of O. Andreas Halvorsen (10) (11) 2021-09-21 /s/ Scott M. Hendler signing on behalf of David C. Ott (10) (11) 2021-09-21 /s/ Scott M. Hendler signing on behalf of Rose S. Shabet (10) (11) 2021-09-21