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