☐ |
Rule 13d-1(b)
|
☐ |
Rule 13d-1(c)
|
☒ |
Rule 13d-1(d)
|
CUSIP NO. 702149105
|
13G
|
PAGE 2 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL Holdco, 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
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
38.13% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI,
L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.
|
CUSIP NO. 702149105
|
13G
|
PAGE 3 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Thomas H. Lee Advisors, 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
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
38.13% (1) |
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment
Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.
|
CUSIP NO. 702149105
|
13G
|
PAGE 4 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Thomas H. Lee Partners, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
38.13% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
(1)
|
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment
Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.
|
CUSIP NO. 702149105
|
13G
|
PAGE 5 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL Equity Advisors VI, 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
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
38.13% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment
Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.
|
CUSIP NO. 702149105
|
13G
|
PAGE 6 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL PC Topco, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,716,258(1)
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
38.13%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
(1) |
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment
Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.
|
CUSIP NO. 702149105
|
13G
|
PAGE 7 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Thomas H. Lee Equity Fund VI, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
15,248,277
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,248,277
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,248,277
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
16.28%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 8 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Thomas H. Lee Parallel Fund VI, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
10,325,322
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
10,325,322
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
10,325,322
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
11.02%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 9 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Thomas H. Lee Parallel (DT) Fund VI, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
1,803,626
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
1,803,626
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
1,803,626
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
1.93%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN |
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 10 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL Coinvestment Partners, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
491,343
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
491,343
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
491,343
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.52%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 11 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL Operating Partners, L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
39,757
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
39,757
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
39,757
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.04%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 12 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
THL Equity Fund VI Investors (PC), L.P.
|
|
|
|||
|
|
||||
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
|
|
|
||
7,649,528
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
7,649,528
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
7,649,528
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
8.17%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 13 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Great-West 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
|
|
|
||
79,341
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
79,341
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
79,341
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.08%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
PN
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
PAGE 14 OF 34
|
1
|
NAME OF REPORTING PERSON
|
|
|
||
Putnam Investments Employees’ Securities Company III 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
|
|
|
||
79,064
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
-0-
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
79,064
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
79,064
|
|
|
|||
|
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.08%
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON
|
|
|
||
OO
|
|
|
|||
|
|
CUSIP NO. 702149105
|
13G
|
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:
|
CUSIP NO. 702149105
|
13G
|
Item 2 (c). |
Citizenship:
|
Item 2 (d). |
Title of Class of Securities:
|
Item 2 (e). |
CUSIP Number:
|
Item 3. |
Not Applicable
|
Item 4 |
Ownership
|
Item 4(a) |
Amount Beneficially Owned
|
CUSIP NO. 702149105
|
13G
|
Item 4(b) |
Percent of Class
|
Item 4(c) |
Number of Shares as to which Such Person has:
|
(i) |
Sole power to vote or to direct the vote:
|
(ii) |
Shared power to vote or to direct the vote:
|
(iii) |
Sole power to dispose or to direct the disposition of:
|
(iv) |
Shared power to dispose or to direct the disposition of:
|
CUSIP NO. 702149105
|
13G
|
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
|
Dated: February 14, 2019
|
THL HOLDCO, LLC
|
|
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THOMAS H. LEE ADVISORS, LLC
|
|
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THOMAS H. LEE PARTNERS, L.P.
|
|
By: Thomas H. Lee Advisors, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THL EQUITY ADVISORS VI, LLC
|
|
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THOMAS H. LEE EQUITY FUND VI, L.P.
|
|
|
By: THL Equity Advisors VI, LLC,
its general partner
|
|
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THOMAS H. LEE PARALLEL FUND VI, L.P.
|
|
By: THL Equity Advisors VI, LLC,
its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
|
|
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THL COINVESTMENT PARTNERS, L.P.
|
By: Thomas H. Lee Partners, L.P., its general partner
|
|
By: Thomas H. Lee Advisors, LLC, its general partner
|
|
By: THL Holdco, LLC, its managing member
|
|
By: | /s/ Charles P. Holden |
|
Name: Charles P. Holden | ||
Title: Managing Director
|
Dated: February 14, 2019
|
THL OPERATING PARTNERS, L.P.
|
|
By: Thomas H. Lee Partners, L.P., its general partner
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THL PC TOPCO, L.P.
|
|
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
THL EQUITY FUND VI INVESTORS (PC), L.P.
|
|
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
GREAT-WEST INVESTORS, LP
|
|
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated: February 14, 2019
|
PUTNAM INVESTMENTS EMPLOYEES’
|
|
SECURITIES COMPANY III, LLC
|
||
By: Putnam Investment Holdings, LLC, its managing member
|
||
By: Putnam Investments, LLC, its managing member
|
||
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/ Charles P. Holden
|
|
Name: Charles P. Holden
|
||
Title: Managing Director
|
Dated February 14, 2019
|
||
THL HOLDCO, LLC
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THOMAS H. LEE ADVISORS, LLC
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THOMAS H. LEE PARTNERS, L.P.
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THL EQUITY ADVISORS VI, LLC
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
THOMAS H. LEE EQUITY FUND VI, L.P.
|
||
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THOMAS H. LEE PARALLEL FUND VI, L.P.
|
||
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
|
||
By: THL Equity Advisors VI, LLC, its general partner
|
||
By: Thomas H. Lee Partners, L.P., its sole member
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THL COINVESTMENT PARTNERS, L.P.
|
||
By: Thomas H. Lee Partners, L.P., its general partner
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THL OPERATING PARTNERS, L.P.
|
||
By: Thomas H. Lee Partners, L.P., its general partner
|
||
By: Thomas H. Lee Advisors, LLC, its general partner
|
||
By: THL Holdco, LLC, its managing member
|
||
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
THL PC TOPCO, L.P.
|
|
By: THL Equity Advisors VI, LLC, its general partner
|
|
By: Thomas H. Lee Partners, L.P., its sole member
|
|
By: Thomas H. Lee Advisors, LLC, its general partner
|
|
By: THL Holdco, LLC, its managing member
|
|
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
THL EQUITY FUND VI INVESTORS (PC), L.P.
|
|
By: THL Equity Advisors VI, LLC, its general partner
|
|
By: Thomas H. Lee Partners, L.P., its sole member
|
|
By: Thomas H. Lee Advisors, LLC, its general partner
|
|
By: THL Holdco, LLC, its managing member
|
|
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
GREAT-WEST INVESTORS, LP
|
|
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
|
|
By: THL Holdco, LLC, its managing member
|
|
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|
|
PUTNAM INVESTMENTS EMPLOYEES’ SECURITIES COMPANY III, LLC
|
|
By: Putnam Investment Holdings, LLC, its managing member
|
|
By: Putnam Investments, LLC, its managing member
|
|
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
|
|
By: THL Holdco, LLC, its managing member
|
By: |
/s/Charles P. Holden
|
|
Name: |
Charles P. Holden
|
|
Title: |
Managing Director
|