0000950142-14-000767.txt : 20140331 0000950142-14-000767.hdr.sgml : 20140331 20140331170808 ACCESSION NUMBER: 0000950142-14-000767 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140331 FILED AS OF DATE: 20140331 DATE AS OF CHANGE: 20140331 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TRINET GROUP INC CENTRAL INDEX KEY: 0000937098 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 943081033 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 SAN LEANDRO BLVD., STE. 300 CITY: SAN LEANDRO STATE: CA ZIP: 94577 BUSINESS PHONE: 5103525000 MAIL ADDRESS: STREET 1: 1100 SAN LEANDRO BLVD., STE. 300 CITY: SAN LEANDRO STATE: CA ZIP: 94577 FORMER COMPANY: FORMER CONFORMED NAME: TRINET EMPLOYER GROUP INC DATE OF NAME CHANGE: 20000126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAP COINVESTMENTS IV LLC CENTRAL INDEX KEY: 0001282372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731013 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2036298600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS IV LLC DATE OF NAME CHANGE: 20040304 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS PARTNERS IV LLC DATE OF NAME CHANGE: 20040302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAP COINVESTMENTS III LLC CENTRAL INDEX KEY: 0001282203 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731014 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2036298600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS III LLC DATE OF NAME CHANGE: 20040304 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS PARTNERS III LLC DATE OF NAME CHANGE: 20040301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAPCO GMBH & CO KG CENTRAL INDEX KEY: 0001187388 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731015 BUSINESS ADDRESS: STREET 1: 3 PICKWICK PLAZA CITY: GREENWICK STATE: CT ZIP: 06830 BUSINESS PHONE: 2036298600 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAPSTAR LLC CENTRAL INDEX KEY: 0001187382 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731017 BUSINESS ADDRESS: STREET 1: 3 PICKWICK PLAZA CITY: GREENWICK STATE: CT ZIP: 06830 BUSINESS PHONE: 2036298600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAP-W, LLC CENTRAL INDEX KEY: 0001396680 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731018 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY,LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 203-629-8600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY,LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Atlantic Partners 84, L.P. CENTRAL INDEX KEY: 0001427692 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731019 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 203-629-8600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAP Coinvestments CDA, L.P. CENTRAL INDEX KEY: 0001356474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36373 FILM NUMBER: 14731016 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 203-629-8600 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., LLC STREET 2: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 4 1 es1400499_4-trinet2.xml OWNERSHIP DOCUMENT X0306 4 2014-03-31 0 0000937098 TRINET GROUP INC TNET 0001427692 General Atlantic Partners 84, L.P. C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001396680 GAP-W, LLC C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001187382 GAPSTAR LLC C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001356474 GAP Coinvestments CDA, L.P. C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001187388 GAPCO GMBH & CO KG C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001282203 GAP COINVESTMENTS III LLC C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks 0001282372 GAP COINVESTMENTS IV LLC C/O GENERAL ATLANTIC SERVICE CO., LLC 55 EAST 52ND STREET, 32ND FLOOR NEW YORK NY 10055 0 0 1 1 *See Remarks Common Stock 2014-03-31 4 C 0 21565764 0 A 21565764 D Common Stock 2014-03-31 4 C 0 14379872 0 A 35945636 D Common Stock 2014-03-31 4 S 0 2124686 14.88 D 33820950 D Common Stock 2014-03-31 4 C 0 2120072 0 A 2120072 D Common Stock 2014-03-31 4 S 0 125314 14.88 D 1994758 D Series G Preferred Stock 2014-03-31 4 C 0 5391441 D Common Stock 21565764 0 D Series H Preferred Stock 2014-03-31 4 C 0 3594968 D Common Stock 14379872 0 D Series H Preferred Stock 2014-03-31 4 C 0 530018 D Common Stock 2120072 0 D By GA TriNet, LLC ("GA TriNet"), a Delaware limited liability company. HR Acquisitions, LLC ("HR Acquisitions"), a Delaware limited liability company. Immediately prior to the initial public offering (the "IPO") of TriNet Group, Inc. (the "Issuer"), (i) 5,391,441 shares of Series G Preferred Stock ("Series G Shares") and 3,594,968 shares of Series H Preferred Stock ("Series H Shares"), each held by GA TriNet, converted into 21,565,764 shares of common stock, par value $0.00025 of the Issuer ("Common Shares") and 14,379,872 Common Shares, respectively, and (ii) 530,018 Series H Shares held by HR Acquisitions converted into 2,120,072 Common Shares. With respect to all of the Common Shares held by GA TriNet, General Atlantic Partners 79, L.P., a Delaware limited partnership ("GAP 79"), is a member of GA TriNet and indirectly owns 14,239,865 Common Shares; General Atlantic Partners 84, L.P., a Delaware limited partnership ("GAP 84"), is a member of GA TriNet and indirectly owns 10,599,423 Common Shares; GAP-W, LLC, a Delaware limited liability company ("GAP-W"), is a member of GA TriNet and indirectly owns 6,504,753 Common Shares; GapStar, LLC, a Delaware limited liability company ("GapStar"), is a member of GA TriNet and indirectly owns 380,459 Common Shares; (cont'd in FN 5) (cont'd from FN 4) GAPCO GmbH & Co. KG, a German limited partnership ("KG"), is a member of GA TriNet and indirectly owns 53,623 Common Shares; GAP Coinvestments CDA, L.P., a Delaware limited partnership ("CDA"), is a member of GA TriNet and indirectly owns 25,348 Common Shares; GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), is a member of GA TriNet and indirectly owns 1,611,909 Common Shares; and GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), is a member of GA TriNet and indirectly owns 405,569 Common Shares. With respect to all of the Common Shares held by HR Acquisitions, GAP 84 is a member of HR Acquisitions and indirectly owns 1,510,364 Common Shares; GAP-W is a member of HR Acquisitions and indirectly owns 377,215 Common Shares; GapStar is a member of HR Acquisitions and indirectly owns 4,987 Common Shares; KG is a member of HR Acquisitions and indirectly owns 3,590 Common Shares; CDA is a member of HR Acquisitions and indirectly owns 3,240 Common Shares; GAPCO III is a member of HR Acquisitions and indirectly owns 76,510 Common Shares; and GAPCO IV is a member of HR Acquisitions and indirectly owns 18,852 Common Shares. General Atlantic GenPar, L.P. ("GA GenPar") is the general partner of GAP 84 and the manager of GAP-W. General Atlantic LLC ("GA LLC") is the general partner of GA GenPar, the general partner of GAP 79 and CDA and the managing member of GAPCO III and GAPCO IV. GAPCO Management GmbH, a German corporation ("Management GmbH"), is the general partner of KG. The Managing Directors of GA LLC (the "GA Managing Directors") control the voting and investment decisions made by KG and Management GmbH. Certain GA Managing Directors are the members and officers of GapStar. Reflects the sale on March 31, 2014, of 2,124,686 Common Shares held by GA TriNet and 125,314 held by HR Acquisitions, each pursuant to that certain Underwriting Agreement, dated March 26, 2014, by and among the Issuer, the Selling Stockholders named therein, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Deutsche Bank Securities Inc., as representatives of the several Underwriters listed therein. Not Applicable. Each of the reporting persons described in the notes above may be deemed to be a member of a "group" for purposes of the Securities Exchange Act of 1934. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. This Form 4 is being filed in two parts due to the large number of reporting persons. This filing is filed by GAP 84, GAP-W, GapStar, CDA, KG, GAPCO III and GAPCO IV. An accompanying filing is filed, on the date hereof, by GA LLC, GA GenPar, Management GmbH, GA Trinet, HR Acquisitions and GAP 79. The two filings relate to the same transactions described above. /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31 /s/ Thomas J. Murphy 2014-03-31