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*
TA ASSOCIATES, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Bats Global Markets, Inc. [ BATS ]
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)
05/18/2016
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
Voting Common Stock 05/18/2016 C(1)(2) 2,205,445 A (3) 2,772,935 I By TA XI L.P.(4)
Voting Common Stock 05/18/2016 C(1)(2) 1,519,951 A (3) 1,911,055 I By TA Atlantic and Pacific VI L.P.(4)
Voting Common Stock 05/18/2016 C(1)(2) 74,475 A (3) 93,640 I By TA Investors IV L.P.(4)
Voting Common Stock 3,401,365 I By TA XI L.P.(4)(5)
Voting Common Stock 2,344,184 I TA Atlantic and Pacific VI L.P.(4)(5)
Voting Common Stock 114,910 I By TA Investors IV L.P.(4)(5)
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
Non-Voting Common Stock (6) 05/18/2016 C(1)(2) 2,205,445 (6) (6) Voting Common Stock 2,205,445 $0.00 0 I By TA XI L.P.(4)(6)
Non-Voting Common Stock (6) 05/18/2016 C(1)(2) 1,519,951 (6) (6) Voting Common Stock 1,519,951 $0.00 0 I TA Atlantic and Pacific VI L.P.(4)(6)
Non-Voting Common Stock (6) 05/18/2016 C(1)(2) 74,475 (6) (6) Voting Common Stock 74,475 $0.00 0 I By TA Investors IV L.P.(4)(6)
1. Name and Address of Reporting Person*
TA ASSOCIATES, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(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*
TA XI, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(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*
TA ATLANTIC & PACIFIC VI LP

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(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*
TA INVESTORS IV, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(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. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-6(b) promulgated under the Act.
2. On May 18, 2016, each of the TA Associates Funds converted all of its shares of the issuer's Non-Voting Common Stock into shares of the issuer's Common Stock on a one-for-one basis.
3. Not applicable.
4. TA Associates, L.P. is either the direct or indirect general partner of TA XI L.P., TA Atlantic and Pacific VI L.P. and TA Investors IV L.P. (collectively, the "TA Associates Funds") and has investment and voting control over the shares held by the TA Associates Funds. TA Associates, L.P. disclaims beneficial ownership of the shares held by the TA Associates Funds except to the extent of its pecuniary interest, if any, therein.
5. The shares are held directly by BGM Holdings, L.P. BGM Holdings, L.P. is 50% owned and controlled by the TA Associates Funds, which may be deemed to share voting and dispositive power over 11,720,921 shares held by BGM Holdings, L.P. The TA Associates Funds disclaim beneficial ownership of the shares held by BGM Holdings, L.P. except to the extent of their respective pecuniary interest, if any, therein.
6. As previously reported, as provided in the issuer's certificate of incorporation, each share of Non-Voting Common Stock is convertible into one share of Common Stock following a "qualified transfer." A "qualified transfer" means a sale or other transfer of Non-Voting Common Stock by a holder of such shares (i) in a public offering, (ii) in certain private offerings, (iii) to a transferor that owns or controls more than 50% of the Common Stock of the issuer or (iv) to the issuer. The Non-Voting Common Stock has no expiration date.
Remarks:
/s/ Jeffrey C. Hadden, General Counsel of TA Associates, L.P. 05/20/2016
TA XI L.P., By TA Associates XI GP L.P., its General Partner, By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
TA Atlantic and Pacific VI L.P., By TA Associates AP VI GP L.P., its General Partner, By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
TA Investors IV L.P., By TA Associates L.P., its General Partner, by Jeffrey C. Hadden, General Counsel 05/20/2016
** Signature of Reporting Person Date
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