SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
New Mountain Investments II, LLC

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DELTEK, INC [ PROJ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/26/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/26/2008 P 9,454 A(1) $4.468(7) 25,271,877 I See Notes(9)(10)
Common Stock 11/26/2008 P 164 A(2) $4.468(7) 25,271,877 I See Notes(9)(10)
Common Stock 11/26/2008 P 729 A(3) $4.468(7) 25,271,877 I See Notes(9)(10)
Common Stock 11/28/2008 P 8,906 A(4) $5.0107(8) 25,281,624 I See Notes(9)(10)
Common Stock 11/28/2008 P 155 A(5) $5.0107(8) 25,281,624 I See Notes(9)(10)
Common Stock 11/28/2008 P 686 A(6) $5.0107(8) 25,281,624 I See Notes(9)(10)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
New Mountain Investments II, LLC

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Partners II L P

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Affiliated Investors II LP

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Allegheny New Mountain Partners L P

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLINSKY STEVEN B

(Last) (First) (Middle)
C/O NEW MOUNTAIN CAPITAL, L.L.C.
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
New Mountain Capital, L.L.C.

(Last) (First) (Middle)
787 SEVENTH AVENUE, 49TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The securities purchased are directly owned by New Mountain Partners II, L.P. Following the reported transaction, New Mountain Partners II, L.P. directly owns 23,090,480 shares of common stock of the issuer.
2. The securities purchased are directly owned by New Mountain Affiliated Investors II, L.P. Following the reported transaction, New Mountain Affiliated Investors II, L.P. directly owns 401,132 shares of common stock of the issuer.
3. The securities purchased are directly owned by Allegheny New Mountain Partners, L.P. Following the reported transaction, Allegheny New Mountain Partners, L.P. directly owns 1,780,265 shares of common stock of the issuer.
4. The securities purchased are directly owned by New Mountain Partners II, L.P. Following the reported transaction, New Mountain Partners II, L.P. directly owns 23,099,386 shares of common stock of the issuer.
5. The securities purchased are directly owned by New Mountain Affiliated Investors II, L.P. Following the reported transaction, New Mountain Affiliated Investors II, L.P. directly owns 401,287 shares of common stock of the issuer.
6. The securities purchased are directly owned by Allegheny New Mountain Partners, L.P. Following the reported transaction, Allegheny New Mountain Partners, L.P. directly owns 1,780,951 shares of common stock of the issuer.
7. The price reported is a weighted average price. The prices actually paid ranged from $4.00 to $4.69. The reporting person will provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares purchased at each price within the range.
8. The price reported is a weighted average price. The prices actually paid ranged from $4.63 to $5.04. The reporting person will provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares purchased at each price within the range.
9. New Mountain Investments II, L.L.C. is the general partner of each of New Mountain Partners II, L.P., New Mountain Affiliated Investors II, L.P., and Allegheny New Mountain Partners, L.P. (collectively, the "New Mountain Funds"). Steven B. Klinsky is the managing member of New Mountain Investments II, L.L.C. and the chief executive officer of New Mountain Capital, L.L.C. New Mountain Capital, L.L.C. is the manager of each of the New Mountain Funds.
10. See Exhibit 99.
/s/ Steven Klinsky, Mg Mbr of New Mountain Investments II, LLC 12/01/2008
/s/ Steven Klinsky, Mg Mbr of GP of New Mountain Partners II, LP 12/01/2008
/s/ Steven Klinsky, Mg Mbr of GP of N.M. Affiliated Investors II, LP 12/01/2008
/s/ Steven Klinsky, Mg Mbr of GP of Allegheny N.M. Partners, LP 12/01/2008
/s/ Steven Klinsky 12/01/2008
/s/ Steven Klinsky, CEO, New Mountain Capital, L.L.C. 12/01/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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