CUSIP No. 74276L105
|
13G
|
Page 2 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Investors LP |
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
8,103,527*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
8,103,527*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,103,527*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%*
|
||||
12
|
TYPE OF REPORTING PERSON
PN
|
||||
CUSIP No. 74276L105
|
13G
|
Page 3 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Parent GP LLC |
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
8,103,527*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
8,103,527*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,103,527*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 4 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities GP LLC |
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
5,429,410*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
5,429,410*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,429,410*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 5 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Portfolio GP LLC |
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
5,429,410*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
5,429,410*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,429,410*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 6 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Illiquid Investments Sub-Master LP |
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
5,429,410*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
5,429,410*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,429,410*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.4%*
|
||||
12
|
TYPE OF REPORTING PERSON*
PN
|
||||
CUSIP No. 74276L105
|
13G
|
Page 7 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Drawdown GP LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
2,674,117*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
2,674,117*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,674,117*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.1%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 8 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Drawdown Portfolio GP LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
2,674,117*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
2,674,117*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,674,117*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.1%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 9 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Viking Global Opportunities Drawdown (Aggregator) LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
2,674,117*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
2,674,117*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,674,117*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.1%*
|
||||
12
|
TYPE OF REPORTING PERSON
OO
|
||||
CUSIP No. 74276L105
|
13G
|
Page 10 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
O. Andreas Halvorsen
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Norway |
||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
8,103,527*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
8,103,527*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,103,527*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%*
|
||||
12
|
TYPE OF REPORTING PERSON*
IN
|
||||
CUSIP No. 74276L105
|
13G
|
Page 11 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
David C. Ott
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
8,103,527*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
8,103,527*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,103,527*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%*
|
||||
12
|
TYPE OF REPORTING PERSON*
IN
|
||||
CUSIP No. 74276L105
|
13G
|
Page 12 of 22 Pages
|
1
|
NAME OF REPORTING PERSON
Rose S. Shabet
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ☐
(b) ☒ |
||||
3
|
SEC USE ONLY
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
6
|
SHARED VOTING POWER
8,103,527*
|
||||
7
|
SOLE DISPOSITIVE POWER
0
|
||||
8
|
SHARED DISPOSITIVE POWER
8,103,527*
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,103,527*
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.5%*
|
||||
12
|
TYPE OF REPORTING PERSON*
IN
|
||||
CUSIP No. 74276L105
|
13G
|
Page 13 of 22 Pages
|
Item 1(a). |
Name of Issuer:
|
Item 1(b). |
Address of Issuer’s Principal Executive Offices:
|
Item 2(a). |
Name of Person Filing:
|
Item 2(b). |
Address of Principal Business Office or, if none, Residence:
|
Item 2(c). |
Citizenship:
|
Item 2(d). |
Titles of Classes of Securities:
|
Item 2(e). |
CUSIP NUMBER: 34385P108
|
Item 3. |
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
|
(a) |
☐ Broker or dealer registered under Section 15 of the Exchange Act
|
(b) |
☐ Bank as defined in Section 3(a)(6) of the Exchange Act
|
(c) |
☐ Insurance company as defined in Section 3(a)(19) of the Exchange Act
|
(d) |
☐ Investment company registered under Section 8 of the Investment Company Act of 1940
|
(e) |
☐ Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940: see Rule 13d-1(b)(1)(ii)(E)
|
CUSIP No. 74276L105
|
13G
|
Page 14 of 22 Pages
|
(f) |
☐ Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see
Rule 13d-1(b)(1)(ii)(F)
|
(g) |
☐ Parent holding company, in accordance with Rule 13d-1(b)(1)(ii)(G).
|
(h) |
☐ Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act.
|
(i) |
☐ Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940.
|
(j) |
☐ Non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J), please specify the type of institution:
|
(k) |
☐ Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
Item 4. |
Ownership:
|
A. |
VGI
|
(a) |
Amount beneficially owned: 8,103,527
|
(b) |
Percent of Class: 9.5%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 8,103,527
|
CUSIP No. 74276L105
|
13G
|
Page 15 of 22 Pages
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 8,103,527
|
B. |
Opportunities Parent
|
(a) |
Amount beneficially owned: 8,103,527
|
(b) |
Percent of Class: 9.5%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 8,103,527
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 8,103,527
|
CUSIP No. 74276L105
|
13G
|
Page 16 of 22 Pages
|
C. |
Opportunities GP
|
(a) |
Amount beneficially owned: 5,429,410
|
(b) |
Percent of Class: 6.4%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 5,429,410
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 5,429,410
|
D. |
Opportunities Portfolio GP
|
(a) |
Amount beneficially owned: 5,429,410
|
(b) |
Percent of Class: 6.4%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 5,429,410
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 5,429,410
|
CUSIP No. 74276L105
|
13G
|
Page 17 of 22 Pages
|
E. |
VGOP
|
(a) |
Amount beneficially owned: 5,429,410
|
(b) |
Percent of Class: 6.4%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 5,429,410
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 5,429,410
|
F. |
VGOD GP
|
(a) |
Amount beneficially owned: 2,674,117
|
(b) |
Percent of Class: 3.1%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 2,674,117
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
CUSIP No. 74276L105
|
13G
|
Page 18 of 22 Pages
|
(iv) |
Shared power to dispose or to direct the disposition of: 2,674,117
|
G. |
VGOD Portfolio GP
|
(a) |
Amount beneficially owned: 2,674,117
|
(b) |
Percent of Class: 3.1%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 2,674,117
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 2,674,117
|
H. |
VGOD
|
(a) |
Amount beneficially owned: 2,674,117
|
CUSIP No. 74276L105
|
13G
|
Page 19 of 22 Pages
|
(b) |
Percent of Class: 3.1%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 2,674,117
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 2,674,117
|
I. |
(a) |
Amount beneficially owned: 8,103,527
|
(b) |
Percent of Class: 9.5%
|
(c) |
Number of shares as to which such person has:
|
(i) |
Sole power to vote or to direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 8,103,527
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 8,103,527
|
CUSIP No. 74276L105
|
13G
|
Page 20 of 22 Pages
|
Item 5. |
Ownership of Five Percent or Less of a Class.
|
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|
Item 8. |
Identification and Classification of Members of the Group.
|
Item 9. |
Notice of Dissolution of Group.
|
Item 10. |
Certification. (if filing pursuant to Rule 13d-1(c))
|
CUSIP No. 74276L105
|
13G
|
Page 21 of 22 Pages
|
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of O. Andreas Halvorsen (1)
|
||
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of David C. Ott (2)
|
||
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of Rose S. Shabet (3)
|
CUSIP No. 74276L105
|
13G
|
Page 22 of 22 Pages
|
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of O. Andreas Halvorsen (1)
|
||
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of David C. Ott (2)
|
||
By:
|
/s/ Scott M. Hendler
|
||
Name:
|
Scott M. Hendler on behalf of Rose S. Shabet (3)
|