0001209191-17-049822.txt : 20170822 0001209191-17-049822.hdr.sgml : 20170822 20170822163528 ACCESSION NUMBER: 0001209191-17-049822 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170822 FILED AS OF DATE: 20170822 DATE AS OF CHANGE: 20170822 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WARBURG PINCUS LLC CENTRAL INDEX KEY: 0001162870 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34636 FILM NUMBER: 171045499 BUSINESS ADDRESS: STREET 1: 450 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-878-0600 MAIL ADDRESS: STREET 1: 450 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Financial Engines, Inc. CENTRAL INDEX KEY: 0001430592 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 943250323 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1050 ENTERPRISE WAY, 3RD FL CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 408-498-6000 MAIL ADDRESS: STREET 1: 1050 ENTERPRISE WAY, 3RD FL CITY: SUNNYVALE STATE: CA ZIP: 94089 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-08-22 1 0001430592 Financial Engines, Inc. FNGN 0001162870 WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK NY 10017 0 0 0 1 See footnotes (1)(2)(3)(4) Common Stock, par value $0.0001 per share (?Common Stock?) 2017-08-22 4 S 0 4109128 33.05 D 0 I See footnotes Prior to the transaction reported herein, Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WP X Partners"), and Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WP X", and together with WP X Partners, the "WP X Funds"), were the holders of 4,109,128 shares of Common Stock. On August 22, 2017, the WP X Funds sold 4,109,128 shares of Common Stock in the aggregate to Morgan Stanley & Co. LLC for $33.05 a share, pursuant to an Underwriting Agreement, dated as of August 16, 2017 among the WP X Funds, the Issuer, and Morgan Stanley & Co. LLC. After giving effect to the transaction, the WP X Funds are no longer holders of shares of Common Stock. [footnote cont'd] [continued] WP X indirectly held shares of Common Stock through its wholly owned subsidiary, WP X Finance, L.P., a Delaware limited partnership ("WP X Finance"). WP X is the general partner of WPX GP, L.P., a Delaware limited partnership, which is the managing general partner of WP X Finance. Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP"), is the general partner of the WP X Funds. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP. [footnote cont'd] [continued] Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WPP GP LLC"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WPP GP LLC. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WP X Funds. Charles R. Kaye and Joseph P. Landy (Messrs. Kaye and Landy and, together with the WP X Funds, WP X LP, WP X GP, WPP GP, WP Partners, WPP GP LLC, WP and WP LLC, the "WP Entities") are Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC and may be deemed to be the beneficial owners of the shares of Common Stock held by the WP X Funds. [footnote cont'd] [continued] Each WP Entity disclaims beneficial ownership with respect to any shares of Common Stock, except to the extent of its pecuniary interest in such shares of Common Stock and this report shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise any of the WP Entities is the beneficial owner of the Common Stock. Due to the limitations on the number of Reporting Persons allowed on each Form 4, the WP X Funds, WP X LP, WP X GP, WPP GP, WP Partners, WPP GP LLC, WP and Messrs. Kaye and Landy are filing a separate Form 4. WARBURG PINCUS LLC, BY:/s/ Robert B. Knauss, Managing Director 2017-08-22