0000950142-24-000798.txt : 20240326 0000950142-24-000798.hdr.sgml : 20240326 20240326170025 ACCESSION NUMBER: 0000950142-24-000798 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240322 FILED AS OF DATE: 20240326 DATE AS OF CHANGE: 20240326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RC III Portfolio Holdings LP CENTRAL INDEX KEY: 0002016504 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39898 FILM NUMBER: 24784471 BUSINESS ADDRESS: STREET 1: 1180 PEACHTREE STREET NE, SUITE 2500 CITY: ATLANTA STATE: GA ZIP: 30309 BUSINESS PHONE: 404-591-5200 MAIL ADDRESS: STREET 1: 1180 PEACHTREE STREET NE, SUITE 2500 CITY: ATLANTA STATE: GA ZIP: 30309 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Driven Brands Holdings Inc. CENTRAL INDEX KEY: 0001804745 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 473595252 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 BUSINESS ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28202 BUSINESS PHONE: 704-377-8855 MAIL ADDRESS: STREET 1: 440 S. CHURCH STREET STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28202 FORMER COMPANY: FORMER CONFORMED NAME: RC Driven Holdings LLC DATE OF NAME CHANGE: 20200226 3 1 es240460116_3-rc3port.xml OWNERSHIP DOCUMENT X0206 3 2024-03-22 0 0001804745 Driven Brands Holdings Inc. DRVN 0002016504 RC III Portfolio Holdings LP C/O ROARK CAPITAL MANAGEMENT, LLC 1180 PEACHTREE STREET, SUITE 2500 ATLANTA GA 30309 0 0 1 1 See Remarks. Common Stock, par value $0.01 per share 68832571 I See footnote In connection with an internal reorganization of Roark's holding structure, Roark Capital Partners III AIV LP contributed for no consideration its interests in RC Driven Holdco LLC to RC III Portfolio Holdings LP, the general partner of which is Roark Capital GenPar III Cayman AIV Sub LLC. Consists of shares held directly by Driven Equity Sub LLC. Driven Equity Sub LLC is controlled by Driven Equity LLC, which is controlled by RC Driven Holdco LLC, which is controlled by RC III Portfolio Holdings LP, which is controlled by Roark Capital GenPar III Cayman AIV Sub LLC, which is in turn controlled by Roark Capital GenPar III LLC. Roark Capital GenPar III LLC is controlled by its managing member, Neal K. Aronson. Each of Driven Equity LLC, RC Driven Holdco LLC, RC III Portfolio Holdings LP, Roark Capital GenPar III Cayman AIV Sub LLC and Roark Capital GenPar III LLC (collectively with Driven Equity Sub LLC, the "Driven Equity Entities") and Mr. Aronson may be deemed to have voting and dispositive power with respect to the shares of common stock directly held by Driven Equity Sub LLC and therefore be deemed to be the beneficial owner of the common stock held by this entity, but each disclaims beneficial ownership of such shares of common stock except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The Driven Equity Entities are members of a 10% group with (i) Neal K. Aronson and (ii) RC IV Cayman ICW Holdings Sub LLC, RC IV Cayman ICW Holdings LLC, RC IV Cayman ICW Equity LLC, Roark Capital Partners IV Cayman AIV LP, Roark Capital GenPar IV Cayman AIV LP and Roark Capital GenPar IV Cayman AIV Ltd (the "RC IV Entities"). None of the shares of common stock held by Mr. Aronson and the RC IV Entities are reflected in this report. /s/ Stephen D. Aronson, Vice President, General Counsel and Secretary 2024-03-26