The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number: 3235-0076
Estimated average burden
hours per response: 4.00

1. Issuer's Identity

CIK (Filer ID Number) Previous Names
X None
Entity Type
0001934582
   Corporation
   Limited Partnership
   Limited Liability Company
   General Partnership
   Business Trust
X Other (Specify)

a Cayman Islands exempted limited partnership
Name of Issuer
Providence Equity Partners IX L.P.
Jurisdiction of Incorporation/Organization
CAYMAN ISLANDS
Year of Incorporation/Organization
   Over Five Years Ago
X Within Last Five Years (Specify Year) 2022
   Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Providence Equity Partners IX L.P.
Street Address 1 Street Address 2
PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
PROVIDENCE RHODE ISLAND 02903 401-751-1700

3. Related Persons

Last Name First Name Middle Name
Providence Equity GP IX L.P. -
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor
City State/Province/Country ZIP/PostalCode
Providence RHODE ISLAND 02903
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

The general partner of Issuer
Last Name First Name Middle Name
PEP IX International Ltd. -
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor
City State/Province/Country ZIP/PostalCode
Providence RHODE ISLAND 02903
Relationship:    Executive Officer    Director X Promoter

Clarification of Response (if Necessary):

The general partner of the general partner of Issuer
Last Name First Name Middle Name
Dominguez Michael J.
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor
City State/Province/Country ZIP/PostalCode
Providence RHODE ISLAND 02903
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Noell R. Davis
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 31 West 52nd Street, Suite 2400
City State/Province/Country ZIP/PostalCode
New York NEW YORK 10019
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Phillips J. David
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 500 Boylston Street, 18th Floor
City State/Province/Country ZIP/PostalCode
Boston MASSACHUSETTS 02116
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Tabet Karim A.
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 72 Welbeck Street
City State/Province/Country ZIP/PostalCode
London UNITED KINGDOM W1G 0AY
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Tisdale Andrew A.
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 72 Welbeck Street
City State/Province/Country ZIP/PostalCode
London UNITED KINGDOM W1G 0AY
Relationship:    Executive Officer X Director    Promoter

Clarification of Response (if Necessary):

Director of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Martin Jennifer
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor
City State/Province/Country ZIP/PostalCode
Providence RHODE ISLAND 02903
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

Chief Financial Officer of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.
Last Name First Name Middle Name
Conde Sarah N.
Street Address 1 Street Address 2
c/o Providence Equity Partners L.L.C. 500 Boylston Street, 18th Floor
City State/Province/Country ZIP/PostalCode
Boston MASSACHUSETTS 02116
Relationship: X Executive Officer    Director    Promoter

Clarification of Response (if Necessary):

General Counsel and Chief Compliance Officer of PEP IX International Ltd., the general partner of Providence Equity GP IX L.P., the general partner of Providence Equity Partners IX L.P.

4. Industry Group

   Agriculture
Banking & Financial Services
   Commercial Banking
   Insurance
   Investing
   Investment Banking
X Pooled Investment Fund
   Hedge Fund
X Private Equity Fund
   Venture Capital Fund
   Other Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
   Yes X No
   Other Banking & Financial Services
   Business Services
Energy
   Coal Mining
   Electric Utilities
   Energy Conservation
   Environmental Services
   Oil & Gas
   Other Energy
Health Care
   Biotechnology
   Health Insurance
   Hospitals & Physicians
   Pharmaceuticals
   Other Health Care
   Manufacturing
Real Estate
   Commercial
   Construction
   REITS & Finance
   Residential
   Other Real Estate
  
Retailing
  
Restaurants
Technology
   Computers
   Telecommunications
   Other Technology
Travel
   Airlines & Airports
   Lodging & Conventions
   Tourism & Travel Services
   Other Travel
  
Other

5. Issuer Size

Revenue Range OR Aggregate Net Asset Value Range
   No Revenues    No Aggregate Net Asset Value
   $1 - $1,000,000    $1 - $5,000,000
   $1,000,001 - $5,000,000    $5,000,001 - $25,000,000
   $5,000,001 - $25,000,000    $25,000,001 - $50,000,000
   $25,000,001 - $100,000,000    $50,000,001 - $100,000,000
   Over $100,000,000    Over $100,000,000
X Decline to Disclose    Decline to Disclose
   Not Applicable    Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

   Rule 504(b)(1) (not (i), (ii) or (iii))
   Rule 504 (b)(1)(i)
   Rule 504 (b)(1)(ii)
   Rule 504 (b)(1)(iii)
X Rule 506(b)
   Rule 506(c)
   Securities Act Section 4(a)(5)
X Investment Company Act Section 3(c)
   Section 3(c)(1)    Section 3(c)(9)  
   Section 3(c)(2)    Section 3(c)(10)
   Section 3(c)(3)    Section 3(c)(11)
   Section 3(c)(4)    Section 3(c)(12)
   Section 3(c)(5)    Section 3(c)(13)
   Section 3(c)(6)    Section 3(c)(14)
X Section 3(c)(7)

7. Type of Filing

   New Notice Date of First Sale 2022-08-02    First Sale Yet to Occur
X Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
X Yes    No

9. Type(s) of Securities Offered (select all that apply)

X Equity X Pooled Investment Fund Interests
   Debt    Tenant-in-Common Securities
   Option, Warrant or Other Right to Acquire Another Security    Mineral Property Securities
   Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security    Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
   Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Z Square Partners Consulting Co., Ltd. None
Street Address 1 Street Address 2
UNIT 402, T2 OF CHINA CENTRAL PLACE 79 JIAN GUO ROAD, CHAOYANG DISTRICT
City State/Province/Country ZIP/Postal Code
BEIJING CHINA 100025
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
PineGrove Capital Ltd. None
Street Address 1 Street Address 2
ARIK EINSTEIN 36 / 205
City State/Province/Country ZIP/Postal Code
HERTZELIA ISRAEL 4659087
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
XLC Distribution Services SpA None
Street Address 1 Street Address 2
ISIDORA GOYENECHEA 3477, PISO 17 LAS CONDES
City State/Province/Country ZIP/Postal Code
SANTIAGO CHILE 7550106
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Diamond Dragon Advisors Limited None
Street Address 1 Street Address 2
UNIT 711 LEVEL 7 NAN FUNG TOWER 88 CONNAUGHT ROAD
City State/Province/Country ZIP/Postal Code
CENTRAL HONG KONG HONG KONG 00000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
PJT PARTNERS LP 171058
Street Address 1 Street Address 2
280 PARK AVENUE 15TH FLOOR
City State/Province/Country ZIP/Postal Code
NEW YORK NEW YORK 10017
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Alpine Capital Advisors SpA None
Street Address 1 Street Address 2
AV. APOQUINDO 2930, OF. 801 LAS CONDES
City State/Province/Country ZIP/Postal Code
SANTIAGO CHILE 7550000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Barclays Bank PLC None
Street Address 1 Street Address 2
1 CHURCHILL PLACE CANARY WHARF
City State/Province/Country ZIP/Postal Code
LONDON UNITED KINGDOM E14 5HP
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Barclays Bank Ireland PLC None
Street Address 1 Street Address 2
ONE MOLESWORTH STREET
City State/Province/Country ZIP/Postal Code
DUBLIN IRELAND D0 RF29
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Barclays Bank (Suisse) S.A. None
Street Address 1 Street Address 2
CHEMIN DE GRANGE CANAL 18-20 P.O. BOX 3941
City State/Province/Country ZIP/Postal Code
GENEVA 3 SWITZERLAND CH- 1211
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Not Applicable None
(Associated) Broker or Dealer    None
(Associated) Broker or Dealer CRD Number    None
J.P. MORGAN SECURITIES LLC 79
Street Address 1 Street Address 2
383 MADISON AVENUE
City State/Province/Country ZIP/Postal Code
NEW YORK NEW YORK 10179
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
X All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
Lord Sebastian Coe None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
C/O WORLD ATHLETICS 3RD FLOOR, 6-8, QUAI ANTOINE 1ER, BP 359
City State/Province/Country ZIP/Postal Code
O9 MONACO MC 98007
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
None None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Panarae FZ LLC None
Street Address 1 Street Address 2
AMENITY CENTER 01, FLOOR 02, OFFICE 04 AL HAMRA
City State/Province/Country ZIP/Postal Code
RAS AL KHAIMAH UNITED ARAB EMIRATES 00000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

Recipient
Recipient CRD Number X None
None None
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
Asante Capital Group LLP None
Street Address 1 Street Address 2
25 OLD BURLINGTON STREET
City State/Province/Country ZIP/Postal Code
LONDON UNITED KINGDOM W1S 3AN
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
   All States
X Foreign/non-US

13. Offering and Sales Amounts

Total Offering Amount USD
or X Indefinite
Total Amount Sold $1,042,723,184 USD
Total Remaining to be Sold USD
or X Indefinite

Clarification of Response (if Necessary):

The amount disclosed in Item 13 includes the GP interest. The total commitment amounts of the Issuer and the Fund affiliated with the Issuer is $3,082,071,721.

14. Investors

  
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
72

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions $50,000,000 USD
X Estimate
Finders' Fees $0 USD
X Estimate

Clarification of Response (if Necessary):

Includes sales commissions of the Issuer and a fund affiliated with the Issuer.

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0 USD
X Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer Signature Name of Signer Title Date
Providence Equity Partners IX L.P. Sarah N. Conde Sarah N. Conde GC and Chief Compliance Officer of GP of GP of Issuer 2024-03-11

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.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.