0000919574-18-007657.txt : 20181121 0000919574-18-007657.hdr.sgml : 20181121 20181121091418 ACCESSION NUMBER: 0000919574-18-007657 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181119 FILED AS OF DATE: 20181121 DATE AS OF CHANGE: 20181121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PEELER D RANDOLPH CENTRAL INDEX KEY: 0001225729 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38257 FILM NUMBER: 181197100 MAIL ADDRESS: STREET 1: CASELLA WASTE SYSTEMS INC STREET 2: 25 GREENS HILL LANE PO BOX 866 CITY: RUTLAND STATE: VT ZIP: 05701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: National Vision Holdings, Inc. CENTRAL INDEX KEY: 0001710155 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 464841717 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 BUSINESS ADDRESS: STREET 1: 2435 COMMERCE AVENUE STREET 2: BLDG. 2200 CITY: DULUTH STATE: GA ZIP: 30096-4980 BUSINESS PHONE: (770) 822-3600 MAIL ADDRESS: STREET 1: 2435 COMMERCE AVENUE STREET 2: BLDG. 2200 CITY: DULUTH STATE: GA ZIP: 30096-4980 4 1 ownership.xml X0306 4 2018-11-19 0 0001710155 National Vision Holdings, Inc. EYE 0001225729 PEELER D RANDOLPH C/O BERKSHIRE PARTNERS LLC 200 CLARENDON STREET, 35TH FLOOR BOSTON MA 02116 1 0 0 0 Common Stock 2018-11-19 4 S 0 2308947 40.20 D 2101264 I By Berkshire Fund VI, Limited Partnership Common Stock 2018-11-19 4 S 0 29999 40.20 D 27300 I By Berkshire Investors LLC Common Stock 2018-11-19 4 S 0 12219 40.20 D 11121 I By Berkshire Investors III LLC In connection with the secondary offering (the "Secondary Offering") of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by certain selling shareholders to Goldman Sachs & Co. LLC, Jefferies LLC and Citigroup Global Markets Inc. pursuant to an underwriting agreement and final prospectus supplement, each dated November 14, 2018, Fund VI (as defined below), Berkshire Investors (as defined below) and Berkshire Investors III (as defined below), as selling shareholders, sold 2,308,947, 29,999 and 12,219 shares of Common Stock, respectively, at $40.20 per share. The Secondary Offering closed on November 19, 2018. Represents shares held by Berkshire Fund VI, Limited Partnership ("Fund VI"). Sixth Berkshire Associates LLC ("6BA") is the general partner of Fund VI, and Berkshire Partners LLC ("Berkshire Partners") is the investment adviser to Fund VI. Berkshire Partners Holdings LLC ("BPH") is the general partner of BPSP, L.P. ("BPSP"), which is the managing member of Berkshire Partners. The Reporting Person was previously a managing member of each of BPH, BPSP, Berkshire Partners and 6BA. By virtue of the relationships described above, the Reporting Person may be deemed to share beneficial ownership with respect to the shares of Common Stock held by Fund VI. The Reporting Person disclaims beneficial ownership of the shares held by Fund VI, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. Represents shares held by Berkshire Investors LLC ("Berkshire Investors"). The Reporting Person was previously a managing member of Berkshire Investors. By virtue of the relationships described above, the Reporting Person may be deemed to share beneficial ownership with respect to the shares of Common Stock held by Berkshire Investors. The Reporting Person disclaims beneficial ownership of the shares held by Berkshire Investors, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. Represents shares held by Berkshire Investors III LLC ("Berkshire Investors III"). The Reporting Person was previously a managing member of Berkshire Investors III. By virtue of the relationships described above, the Reporting Person may be deemed to share beneficial ownership with respect to the shares of Common Stock held by Berkshire Investors III. The Reporting Person disclaims beneficial ownership of the shares held by Berkshire Investors III, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. /s/ D. Randolph Peeler 2018-11-21