0000950142-21-003428.txt : 20211028 0000950142-21-003428.hdr.sgml : 20211028 20211028171928 ACCESSION NUMBER: 0000950142-21-003428 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211028 FILED AS OF DATE: 20211028 DATE AS OF CHANGE: 20211028 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENERAL ATLANTIC, L.P. CENTRAL INDEX KEY: 0001017645 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359512 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212 715 4000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER NAME: FORMER CONFORMED NAME: GENERAL ATLANTIC L.P. DATE OF NAME CHANGE: 20210803 FORMER NAME: FORMER CONFORMED NAME: GENERAL ATLANTIC LLC DATE OF NAME CHANGE: 20050322 FORMER NAME: FORMER CONFORMED NAME: GENERAL ATLANTIC PARTNERS LLC DATE OF NAME CHANGE: 19960626 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: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359510 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212 715 4000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS III LLC DATE OF NAME CHANGE: 20061127 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: GAP COINVESTMENTS IV, LLC CENTRAL INDEX KEY: 0001282372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359509 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212 715 4000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 FORMER NAME: FORMER CONFORMED NAME: GAP COINVESTMENTS IV LLC DATE OF NAME CHANGE: 20061127 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 CDA, L.P. CENTRAL INDEX KEY: 0001356474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359507 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212 715 4000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Atlantic Partners 100, L.P. CENTRAL INDEX KEY: 0001704892 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359511 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY,LP STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212-715-4000 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY,LP STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GA AIV-1 A Interholdco (GS), L.P. CENTRAL INDEX KEY: 0001879408 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359505 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212-715-4000 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAP Coinvestments V, LLC CENTRAL INDEX KEY: 0001793941 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359508 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2127154000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Atlantic (SPV) GP, LLC CENTRAL INDEX KEY: 0001793940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359503 BUSINESS ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2127154000 MAIL ADDRESS: STREET 1: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAPCO AIV Interholdco (GS), L.P. CENTRAL INDEX KEY: 0001879405 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359506 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212-715-4000 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GA AIV-1 B Interholdco (GS), L.P. CENTRAL INDEX KEY: 0001879406 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40982 FILM NUMBER: 211359504 BUSINESS ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 212-715-4000 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P. STREET 2: 55 EAST 52ND STREET, 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10055 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HireRight Holdings Corp CENTRAL INDEX KEY: 0001859285 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 CENTERVIEW DRIVE STREET 2: SUITE 300 CITY: NASHVILLE STATE: TN ZIP: 37214 BUSINESS PHONE: 615-320-9800 MAIL ADDRESS: STREET 1: 100 CENTERVIEW DRIVE STREET 2: SUITE 300 CITY: NASHVILLE STATE: TN ZIP: 37214 FORMER COMPANY: FORMER CONFORMED NAME: HireRight GIS Group Holdings, LLC DATE OF NAME CHANGE: 20210427 3 1 es210196718_3-ga1.xml OWNERSHIP DOCUMENT X0206 3 2021-10-28 0 0001859285 HireRight Holdings Corp HRT 0001017645 GENERAL ATLANTIC, L.P. C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001704892 General Atlantic Partners 100, L.P. C/O GENERAL ATLANTIC SERVICE COMPANY,LP 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001282203 GAP COINVESTMENTS III, LLC C/O GENERAL ATLANTIC SERVICE COMPANY,LP 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001282372 GAP COINVESTMENTS IV, LLC C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001793941 GAP Coinvestments V, LLC C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001356474 GAP Coinvestments CDA, L.P. C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND ST. 32ND FLOOR NEW YORK NY 10055 1 0 1 0 0001879405 GAPCO AIV Interholdco (GS), L.P. C/O GENERAL ATLANTIC SERVICE CO., L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001879408 GA AIV-1 A Interholdco (GS), L.P. C/O GENERAL ATLANTIC SERVICE CO., L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001879406 GA AIV-1 B Interholdco (GS), L.P. C/O GENERAL ATLANTIC SERVICE CO., L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 0001793940 General Atlantic (SPV) GP, LLC C/O GENERAL ATLANTIC SERVICE CO.,L.P. 55 EAST 52ND STREET, 33RD FLOOR NEW YORK NY 10055 1 0 1 0 Common Stock, par value $0.001 per share 29719898 I See footnote 20,438,147 shares are held by General Atlantic (HRG) Collections, L.P. ("GA HRG Collections"), 857,318 shares are held by GAPCO AIV Interholdco (GS), L.P. ("GAPCO GS"), 4,885,582 shares are held by GA AIV-1 B Interholdco (GS), L.P. ("GA AIV-B GS"), and 3,538,851 shares are held by GA AIV-1 A Interholdco (GS), L.P. ("GA AIV-A GS"). The limited partners of GA HRG Collections that share beneficial ownership of the shares held by GA HRG Collections are the following General Atlantic investment funds: General Atlantic Partners 100, L.P. ("GAP 100") GAP Coinvestments CDA, L.P. ("GAPCO CDA"), GAP Coinvestments III, LLC ("GAPCO III"), GAP Coinvestments IV, L.P. ("GAPCO IV") and GAP Coinvestments V, LLC ("GAPCO V"). The limited partners of GAPCO GS that share beneficial ownership of the units held by GAPCO GS are indirectly held by GAPCO CDA, GAPCO III, GAPCO IV and GAPCO V. The limited partners that share beneficial ownership of the shares held by GA AIV-A GS (cont'd on FN2) (cont'd from FN1) and GA AIV-B GS are the following GA investment funds: in the case of GA AIV-A GS, General Atlantic Partners AIV-1 A, L.P. ("GAP AIV-1 A") and in the case of GA AIV-B GS, General Atlantic Partners AIV-1 B, L.P. ("GAP AIV-1 B"). General Atlantic (SPV) GP, LLC ("GA SPV") is the general partner of GA HRG Collections, GAPCO GS, GA AIV-A GS and GA AIV-B GS. The ultimate general partner of GAP AIV-1 A, GAP AIV-1 B and GAP 100 is General Atlantic, L.P. ("GA LP"). GA LP is the sole member of GA SPV, the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. GA LP is controlled by the Management Committee of GASC MGP, LLC (the "GA Management Committee"). There are nine members of the GA Management Committee. GA LP, GA SPV, GAP 100, GAP AIV-1 A, GAP AIV-1 B, GAPCO III, GACO IV, GAPCO V, GAPCO CDA, GA AIV-B GS, GA AIV-A GS, GAPCO GS and GA HRG Collections (collectively, the "GA Group") are a "group" within the meaning of (cont'd on FN3) (cont'd from FN2) Rule 13d-5 of the Securities Exchange Act of 1934, as amended. Each of the members of the GA Management Committee disclaims ownership of the shares held by GA HRG Collections, GAPCO GS, GA AIV-B GS , and GA AIV-A GS except to the extent that he has a pecuniary interest therein. The mailing address of the GA Group is c/o General Atlantic Service Company, L.P., 55 East 52nd Street, 33rd Floor, New York, NY 10055. Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act. // Exhibit List - Exhibit 24.1 - Power of Attorney // Form 1 of 2 /s/ Brian Copple, as Attorney-in-Fact for General Atlantic, L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for General Atlantic Partners 100, L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GAP Coinvestments III, LLC 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GAP Coinvestments IV, LLC 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GAP Coinvestments V, LLC 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GAP Coinvestments CDA, L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GAPCO AIV Interholdco (GS), L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GA AIV-1 A Interholdco (GS), L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for GA AIV-1 B Interholdco (GS), L.P. 2021-10-28 /s/ Brian Copple, as Attorney-in-Fact for General Atlantic (SPV) GP, LLC 2021-10-28 EX-24.1 2 es210196718_ex2401.htm EXHIBIT 24.1

EXHIBIT 24.1

 

POWER OF ATTORNEY

 

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints each of (i) Brian W. Copple, (ii) Thomas M. Spaeth, (iii) David J. Brawley, (iv) Michelle W. Gouvion, (v) Melissa E. Kirby, and (vi) Laurie J. Blanton, signing SINGLY, the undersigned’s true and lawful attorney-in-fact to:

(1)        execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or holder of 10% or more of the registered class of securities of HireRight Holdings Corporation (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2)        do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)        take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

* * * * *

 

 

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 15th day of October 2021.

 

  General Atlantic, L.P.  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GENERAL ATLANTIC PARTNERS 100, L.P.  
     
  By: General Atlantic GenPar, L.P. its general partner  
     
  By:  General Atlantic, L.P., its general partner  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GAP COINVESTMENTS III, LLC  
     
  By: General Atlantic, L.P., its managing member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GAP COINVESTMENTS IV, LLC  
     
  By: General Atlantic, L.P., its managing member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GAP COINVESTMENTS V, LLC  
     
  By: General Atlantic, L.P., its managing member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GAP COINVESTMENTS CDA, L.P.  
     
  By: General Atlantic, L.P., its general partner  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GAPCO AIV INTERHOLDCO (GS), L.P.  
     
  By: General Atlantic (SPV) GP, LLC, its general partner  
     
  By: General Atlantic, L.P., its sole member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GA AIV-1 A INTERHOLDCO (GS), L.P.  
     
  By: General Atlantic (SPV) GP, LLC, its general partner  
     
  By: General Atlantic, L.P., its sole member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GA AIV-1 B INTERHOLDCO (GS), L.P.  
     
  By: General Atlantic (SPV) GP, LLC, its general partner  
     
  By: General Atlantic, L.P., its sole member  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  
     
  GENERAL ATLANTIC (SPV) GP, LLC  
     
  /s/ Michael Gosk  
  Michael Gosk  
  Managing Director  

 

 

 

[Signature Page to Power of Attorney (Forms 3, 4 & 5)— HireRight Holdings Corporation]