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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
GoDaddy Inc. [ GDDY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/05/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Class A Common Stock | 03/05/2018 | C(1) | 2,200,068 | A | (1) | 2,200,068 | I | Held through SLP GD Investors, L.L.C.(3)(4)(5)(7) | ||
Class A Common Stock | 03/05/2018 | S | 2,200,068 | D | $59.21(2) | 0 | I | Held through SLP GD Investors, L.L.C.(3)(4)(5)(7) | ||
Class A Common Stock | 03/05/2018 | S | 1,715,932 | D | $59.21(2) | 5,424,807 | I | Held through SLP III Kingdom Feeder I, L.P.(4)(5)(6)(7) | ||
Class A Common Stock | 03/05/2018 | J(8) | 84,000 | D | (8) | 5,340,807 | I | Held through SLP III Kingdom Feeder I, L.P.(4)(5)(6)(7) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Units of Desert Newco, LLC(1) | (1) | 03/05/2018 | C(1) | 2,200,068 | (1) | (1) | Class A Common Stock | 2,200,068 | $0.00 | 6,528,101 | I | Held through SLP GD Investors, L.L.C.(3)(4)(5)(7) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Pursuant to the terms of an exchange agreement, "Units of Desert Newco, LLC", which represent limited liability company units of Desert Newco, LLC, and an equal number of shares of Class B Common Stock of GoDaddy Inc. (the "Issuer"), are exchangeable on a one-for-one basis for shares of Class A Common Stock of the Issuer at the discretion of the holder. The exchange rights under this exchange agreement do not expire. |
2. The proceeds per share, before expenses, to the selling stockholders for the sale of Class A Common Stock of the Issuer in an underwritten public offering is $59.21. |
3. Silver Lake Group, L.L.C. is the managing member of SLTA III (GP), L.L.C., which is the general partner of Silver Lake Technology Associates III, L.P., which is the general partner of Silver Lake Partners III DE (AIV IV), L.P., which is the managing member of SLP GD Investors, L.L.C. ("SLP GD" and together with Silver Lake Group, L.L.C., SLTA III (GP), L.L.C., Silver Lake Technology Associates III, L.P., SLP III Kingdom Feeder I, L.P. ("Feeder I"), and Silver Lake Partners III DE (AIV IV), L.P., the "Reporting Persons"). |
4. As the managing member of SLP GD, Silver Lake Partners III DE (AIV IV), L.P. may be deemed to beneficially own securities directly held by SLP GD. As the general partner of Feeder I and the general partner of the managing member of SLP GD, Silver Lake Technology Associates III, L.P. may be deemed to beneficially own securities directly held by each of Feeder I and SLP GD. As the general partner of Silver Lake Technology Associates III, L.P., SLTA III (GP), L.L.C., and its managing member, Silver Lake Group, L.L.C., may each be deemed to beneficially own securities directly held by each of Feeder I and SLP GD. |
5. Gregory K. Mondre, who serves as a director of the Issuer, also serves as a Managing Partner and Managing Director of Silver Lake Group, L.L.C and may be deemed to beneficially own any securities beneficially owned by Silver Lake Group, L.L.C. but disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. |
6. Silver Lake Group, L.L.C. is the managing member of SLTA III (GP), L.L.C., which is the general partner of Silver Lake Technology Associates III, L.P. which is the general partner of Feeder I. |
7. Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. |
8. Represents a distribution by Feeder I of ordinary shares of the Issuer to Silver Lake Technology Associates III, L.P., which shares were then distributed to SLTA III (GP), L.L.C., which distributed the shares to Silver Lake Group, L.L.C., which distributed the shares to certain of its members as an in-kind distribution. The receipt of shares by each entity was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
Remarks: |
(9) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. |
By: /s/ Gregory K. Mondre, Managing Director of Silver Lake Group, L.L.C. (9) | 03/07/2018 | |
By: /s/ Gregory K. Mondre, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP), L.L.C. (9) | 03/07/2018 | |
By: /s/ Gregory K. Mondre, Managing Director of Silver Lake Group L.L.C., managing member of SLTA III (GP) L.L.C., general partner of Silver Lake Technology Associates III, L.P. (9) | 03/07/2018 | |
By: /s/ Gregory K. Mondre, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP) L.L.C., general partner of Silver Lake Technology Associates III, L.P., general partner of SLP III Kingdom Feeder I, L.P. (9) | 03/07/2018 | |
By:/s/Gregory K. Mondre, Managing Director of Silver Lake Group, L.L.C., managing member of SLTA III (GP) L.L.C., general partner of Silver Lake Technology Associates III, L.P., general partner of Silver Lake Partners III DE (AIV IV), L.P. (9) | 03/07/2018 | |
By: /s/ Gregory K. Mondre, President of SLP GD Investors, L.L.C. (9) | 03/07/2018 | |
By: /s/ Gregory K. Mondre (9) | 03/07/2018 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |