X0306 4 2016-03-03 0 0001362925 Planet Payment Inc PLPM 0001457240 Kersey Christopher W C/O CAMDEN PARTNERS STRATEGIC MGR LLC 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 0 0 0 1 See Remarks 0001583194 SHERMAN JOSEPH T C/O CAMDEN PARTNERS STRATEGIC MGR LLC 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 0 0 0 1 See Remarks 0001583196 TAGLER JASON C/O CAMDEN PARTNERS STRATEGIC MGR LLC 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 0 0 0 1 See Remarks Common Stock 70408 D Common Stock 2016-03-03 4 S 0 3377 3.26 D 1994136 I See Footnote Common Stock 2016-03-03 4 S 0 205 3.26 D 118291 I See Footnote Common Stock 2016-03-03 4 S 0 7518 3.26 D 4438749 I See Footnote Common Stock 2016-03-03 4 S 0 308 3.26 D 184472 I See Footnote Represents shares sold pursuant to a Rule 10b5-1 Plan. These securities are owned directly by Fund II-A. The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund III-A, Fund II-B and the Managing Members may be deemed indirect beneficial owners of the securities held directly by Fund II-A as a result of their relationships described in the Remarks (below). The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund III-A, and Fund II-B and each of the Managing Members disclaim beneficial ownership of the securities held directly by Fund II-A, except to the extent of their respective pecuniary interests therein. These securities are owned directly by Fund II-B. The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund III-A, Fund II-A and the Managing Members may be deemed indirect beneficial owners of the securities held directly by Fund II-B as a result of their relationships described in the Remarks (below). The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund III-A, and Fund II-A and each of the Managing Members disclaim beneficial ownership of the securities held directly by Fund II-B, except to the extent of their respective pecuniary interests therein. These securities are owned directly by Fund III. The Reporting Person, CPSM, CPS III, CPS II, Fund III-A, Fund II-A, Fund II-B and the Managing Members may be deemed indirect beneficial owners of the securities held directly by Fund III as a result of their relationships described in the Remarks (below). The Reporting Person, CPSM, CPS III, CPS II, Fund III-A, Fund II-A and Fund II-B and each of the Managing Members disclaim beneficial ownership of the securities held directly by Fund III, except to the extent their respective pecuniary interests therein. These securities are owned directly by Fund III-A. The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund II-A, Fund II-B and the Managing Members may be deemed indirect beneficial owners of the securities held directly by Fund III-A as a result of their relationships described in the Remarks (below). The Reporting Person, CPSM, CPS III, CPS II, Fund III, Fund II-A and Fund II-B and each of the Managing Members disclaim beneficial ownership of the securities held directly by Fund III-A, except to the extent of their respective pecuniary interests therein. This report is the same as the Form 4 filed by the Reporting Person of even date and consists of two (2) parts, which together comprise a single Form 4. This is part 2 of 2. This report is being filed jointly by Camden Partners Strategic Manager, LLC ("CPSM"), Camden Partners Strategic III, LLC ("CPS III"), Camden Partners Strategic II, LLC ("CPS II"), Camden Partners Strategic Fund III, LP ("Fund III"), Camden Partners Strategic Fund III-A, LP ("Fund III-A"), Camden Partners Strategic Fund II-A, LP ("Fund II-A") and Camden Partners Strategic Fund II-B, LP ("Fund II-B") and Messrs. David L. Warnock, Donald W. Hughes, Christopher Kersey, J. Todd Sherman, Jason Tagler and Shane Kim (collectively, the "Managing Members" and together with CPSM, CPS III, CPS II, Fund III, Fund III-A, Fund II-A and Fund II-B, the "Reporting Persons"). The Managing Members are the managing members of CPSM, which is the managing member of CPS III. Donald Hughes and David Warnock are the managing members of CPS II. CPS III is the general partner of Fund III and Fund III-A. CPS II is the general partner of Fund II-A and Fund II-B. Mr. Kim is a director of the Issuer. /s/ J. Todd Sherman, Attorney-in-Fact for Christopher W. Kersey 2016-03-07 /s/ J. Todd Sherman 2016-03-07 /s/ J. Todd Sherman, Attorney-in-Fact for Jason Tagler 2016-03-07