0001181431-13-023698.txt : 20130426 0001181431-13-023698.hdr.sgml : 20130426 20130426210035 ACCESSION NUMBER: 0001181431-13-023698 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130424 FILED AS OF DATE: 20130426 DATE AS OF CHANGE: 20130426 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Golson Brian P. CENTRAL INDEX KEY: 0001555304 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 13788829 MAIL ADDRESS: STREET 1: C/O PARTHENON CAPITAL PARTNERS STREET 2: FOUR EMBARCADERO CENTER CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Performant Financial Corp CENTRAL INDEX KEY: 0001550695 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 200484934 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 333 North Cayons Parkway CITY: Livermore STATE: CA ZIP: 94551 BUSINESS PHONE: 925-960-4800 MAIL ADDRESS: STREET 1: 333 North Cayons Parkway CITY: Livermore STATE: CA ZIP: 94551 4 1 rrd377745.xml FORM 4 X0306 4 2013-04-24 0 0001550695 Performant Financial Corp PFMT 0001555304 Golson Brian P. C/O PARTHENON CAPITAL PARTNERS FOUR EMBARCADERO CENTER, SUITE 3610 SAN FRANCISCO CA 94111 1 0 1 0 Common Stock, par value $0.0001 per share 2013-04-24 4 S 0 5000000 11.49 D 17729424 I See footnote Common Stock, par value $0.0001 per share 2013-04-24 4 J 0 33600 0 D 17690224 I See footnote Common Stock, par value $0.0001 per share 5600 D Common Stock, par value $0.0001 per share 2013-04-25 5 G 0 200 0 D 5400 D The reported shares are owned of record by Parthenon DCS Holdings, LLC ("DCS Holdings"). PCP Managers, LLC is the managing member of PCap II, LLC ("PCap"), which is the managing member of PCap Partners II, LLC ("PCap Partners"), which is the general partner of Parthenon Investors II, L.P. ("Parthenon Investors"), which is the manager of DCS Holdings. Mr. Golson is a Managing Member of PCP Managers, LLC and a Managing Director of Parthenon Capital Partners, a private equity firm and affiliate of PCap Partners, and therefore may be deemed to beneficially own the shares owned of record by DCS Holdings. Mr. Golson disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that Mr. Golson is the beneficial owner of such shares for the purpose of Section 16 or for any other purpose, except, in each case, to the extent of his pecuniary interest therein. Reflects a pro rata distribution of 39,200 shares of common stock of the issuer by DCS Holdings, the record owner of the shares, to Parthenon Investors on April 24, 2013 (the "DCS Holdings Distribution"). Following the DCS Holdings Distribution and on the same day, Parthenon Investors further distributed (on a pro rata basis) all 39,200 shares to PCap Partners (the "Parthenon Investors Distribution"). Following the Parthenon Investors Distribution and on the same day, PCap Partners further distributed (on a pro rata basis) all 39,200 shares to certain of its members, including Mr. Golson and PCap (the "PCap Partners Distribution"). (continued in footnote 3) Following the PCap Partners Distribution and on the same day, PCap further distributed (on a pro rata basis) the 30,000 shares it received from PCap Partners to one of its members (such distribution, collectively with the DCS Holdings Distribution, the Parthenon Investors Distribution and the PCap Partners Distribution, the "Distributions"). The Distributions were made to facilitate charitable contributions of the reported shares by certain indirect holders of interests in DCS Holdings, including Mr. Golson. Represents shares of common stock of the issuer received by Mr. Golson pursuant to the Distributions. In previous reports, Mr. Golson reported indirect beneficial ownership of these shares, which were previously held of record by DCS Holdings. /s/ Carol Anne Huff as Attorney-in-Fact 2013-04-26