0000950103-21-002476.txt : 20210217 0000950103-21-002476.hdr.sgml : 20210217 20210217213550 ACCESSION NUMBER: 0000950103-21-002476 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210212 FILED AS OF DATE: 20210217 DATE AS OF CHANGE: 20210217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Capital, L.L.C. CENTRAL INDEX KEY: 0001407718 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647474 BUSINESS ADDRESS: STREET 1: 787 7TH AVENUE STREET 2: 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 787 7TH AVENUE STREET 2: 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Partners V, L.P. CENTRAL INDEX KEY: 0001707375 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647475 BUSINESS ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-720-0300 MAIL ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Partners V (AIV-C), L.P. CENTRAL INDEX KEY: 0001844949 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647476 BUSINESS ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Partners V (AIV-C2), L.P. CENTRAL INDEX KEY: 0001844973 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647477 BUSINESS ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Investments V, L.L.C. CENTRAL INDEX KEY: 0001844960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647478 BUSINESS ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Remedy Investment GP, LLC CENTRAL INDEX KEY: 0001845166 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647479 BUSINESS ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Remedy Acquisition L.P. CENTRAL INDEX KEY: 0001844946 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647480 BUSINESS ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 1633 BROADWAY STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLINSKY STEVEN B CENTRAL INDEX KEY: 0001018327 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647481 MAIL ADDRESS: STREET 1: C/O NEW MOUNTAIN CAPITAL, L.L.C. STREET 2: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: New Mountain Capital Group, L.P. CENTRAL INDEX KEY: 0001777024 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647482 BUSINESS ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-720-0300 MAIL ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NM Holdings GP, L.L.C. CENTRAL INDEX KEY: 0001776766 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40028 FILM NUMBER: 21647483 BUSINESS ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-720-0300 MAIL ADDRESS: STREET 1: 787 SEVENTH AVENUE, 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Signify Health, Inc. CENTRAL INDEX KEY: 0001828182 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 CONNECTICUT AVENUE CITY: NORWALK STATE: CT ZIP: 06854 BUSINESS PHONE: (203) 541-4600 MAIL ADDRESS: STREET 1: 800 CONNECTICUT AVENUE CITY: NORWALK STATE: CT ZIP: 06854 4 1 dp146216_4-nmcllc.xml FORM 4 X0306 4 2021-02-12 0 0001828182 Signify Health, Inc. SGFY 0001407718 New Mountain Capital, L.L.C. 1633 BROADWAY 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001707375 New Mountain Partners V, L.P. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001844949 New Mountain Partners V (AIV-C), L.P. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001844973 New Mountain Partners V (AIV-C2), L.P. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001844960 New Mountain Investments V, L.L.C. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001845166 Remedy Investment GP, LLC C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001844946 Remedy Acquisition L.P. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001018327 KLINSKY STEVEN B C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001777024 New Mountain Capital Group, L.P. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 0001776766 NM Holdings GP, L.L.C. C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK NY 10019 1 0 1 0 Class A Common Stock 2021-02-12 4 A 0 48378865 0 A 48378865 I By New Mountain Partners V (AIV-C2), L.P. Class A Common Stock 2021-02-12 4 A 0 48330828 0 A 48330828 I By Remedy Acquisition, L.P. Class B Common Stock 2021-02-12 4 A 0 42905113 0.01 A 42905113 I By New Mountain Partners V (AIV-C), L.P. Class A Common Stock 2021-02-16 4 A 0 23748 0 A 23748 I By New Mountain Directors LLC Units in Cure TopCo, LLC 2021-02-12 4 A 0 42905113 0 A Class A Common Stock 42905113 42905113 I By New Mountain Partners V (AIV-C), L.P. These securities are directly held by New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by AIV-C2 in Cure TopCo, LLC. These securities are directly held by Remedy Acquisition, L.P. ("Remedy Acquisition") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by Remedy Acquisition in New Remedy Corp. These securities are directly held by New Mountain Partners V (AIV-C), L.P. ("AIV-C") and were acquired through the conversion prior to the completion of the Issuer's initial public offering of historical interests held by AIV-C in Cure TopCo, LLC. Represents a grant of restricted stock units ("RSUs") relating to 7,916 shares of Class A common stock to each of Matthew S. Holt, Albert A. Notini and Kyle B. Peterson (collectively, the "New Mountain Directors"). Each of the New Mountain Directors has assigned all rights, title and interest in the RSUs reported herein to New Mountain Capital, L.L.C. ("NMC"). The RSUs are scheduled to vest on February 16, 2022. Each LLC Unit may be redeemed, together with the cancellation of a share of Class B common stock, at any time following the Issuer's initial public offering for one share of Class A common stock or a cash payment equal to the volume weighted average market price of one share of Class A common stock for each LLC Unit redeemed. The LLC Units do not expire. New Mountain Capital, L.L.C. may be deemed to have beneficial ownership of (i) the shares of Class A common stock directly held by each of AIV-C2 and Remedy Acquisition and (ii) the shares of Class B common stock and the LLC Units directly held by AIV-C. The general partner of both AIV-C and AIV-C2 is New Mountain Investments V, L.L.C. ("NM V") and the manager of both such entities is NMC. Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C and AIV-C2. NMC also has voting power over the shares of portfolio investments of AIV-C and AIV-C2. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds. The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C and AIV-C2 and (b) NMC has voting power over the shares of portfolio investments of AIV-C and AIV-C2, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C and AIV-C2 hold of record or may be deemed to beneficially own. Each of the New Mountain Directors is a member of the Issuer's Board of Directors and a member of NM V. The general partner of Remedy Acquisition is Remedy Investment GP, LLC, a wholly owned subsidiary of New Mountain Partners V, L.P. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. /s/ New Mountain Capital, L.L.C.; By its Managing Member New Mountain Capital Group, L.P.; By its General Partner NM Holdings GP, L.L.C.; By its Authorized Person Adam B. Weinstein 2021-02-17 /s/ New Mountain Partners V, L.P.; By its General Partner New Mountain Investments V, L.L.C.; By its Authorized Person Adam B. Weinstein 2021-02-17 /s/ New Mountain Partners V (AIV-C), L.P.; By its General Partner New Mountain Investments V, L.L.C.; by its Authorized Person Adam B. Weinstein 2021-02-17 /s/ New Mountain Partners V (AIV-C2), L.P.; by its General Partner New Mountain Investments V, L.L.C.; By its Authorized Person Adam B. Weinstein 2021-02-17 /s/ New Mountain Investments V, L.L.C.; by its Authorized Person Adam B. Weinstein 2021-02-17 /s/ Remedy Investment GP, LLC; By its Vice President and Secretary Kyle Peterson 2021-02-17 /s/ Remedy Acquisition L.P.; By its General Partner Remedy Investment GP, LLC; By its Vice President and Secretary Kyle Peterson 2021-02-17 /s/ Steven B. Klinsky 2021-02-17 /s/ New Mountain Capital Group, L.P.; By its General Partner NM Holdings GP, L.L.C.; By its Authorized Person Adam B. Weinstein 2021-02-17 /s/ New Mountain Holdings GP, L.L.C.; by its Authorized Person Adam B. Weinstein 2021-02-17