0001209191-23-037177.txt : 20230614 0001209191-23-037177.hdr.sgml : 20230614 20230614185127 ACCESSION NUMBER: 0001209191-23-037177 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230612 FILED AS OF DATE: 20230614 DATE AS OF CHANGE: 20230614 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jones Adrian M CENTRAL INDEX KEY: 0001359316 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40829 FILM NUMBER: 231015561 MAIL ADDRESS: STREET 1: C/O GOLDMAN, SACHS & CO. STREET 2: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sterling Check Corp. CENTRAL INDEX KEY: 0001645070 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6150 OAK TREE BOULEVARD, SUITE 490 CITY: INDEPENDENCE STATE: OH ZIP: 44431 BUSINESS PHONE: 800-899-2272 MAIL ADDRESS: STREET 1: 6150 OAK TREE BOULEVARD, SUITE 490 CITY: INDEPENDENCE STATE: OH ZIP: 44431 FORMER COMPANY: FORMER CONFORMED NAME: Sterling Ultimate Parent Corp. DATE OF NAME CHANGE: 20150612 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-06-12 0 0001645070 Sterling Check Corp. STER 0001359316 Jones Adrian M STERLING CHECK CORP. 6150 OAK TREE BOULEVARD, SUITE 490 INDEPENDENCE OH 44131 1 0 0 0 0 Common Stock 2023-06-12 4 S 0 8000000 11.73 D 52676439 I See Footnotes Common Stock 2023-06-12 4 S 0 1000000 11.73 D 51676439 I See Footnotes Pursuant to an underwriting agreement, dated June 7, 2023, and in connection with the secondary offering of shares of common stock, par value $0.01 per share, of the issuer ("Common Stock") pursuant to the final prospectus supplement dated June 7, 2023, which offering was consummated on June 12, 2023 (the "Offering"), Checkers Control Partnership, L.P. ("Checkers") and Broad Street Principal Investments, L.L.C. ("BSPI") sold in the aggregate 8,000,000 shares of Common Stock, consisting of 5,950,131 shares of Common Stock sold by Checkers and 2,049,869 shares of Common Stock sold by BSPI. Goldman Sachs (as defined below) was one of the underwriters in the Offering. The reporting person is a managing director of Goldman Sachs & Co. LLC ("Goldman Sachs"). Goldman Sachs is a subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The reporting person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any. Pursuant to a share repurchase agreement, dated June 5, 2023, BSPI sold 1,000,000 shares of Common Stock in connection with a share repurchase by Sterling Check Corp. which was consummated on June 12, 2023 concurrently with the Offering. Goldman Sachs and GS Group may be deemed to beneficially own indirectly 33,685,715 shares of Common Stock held by Checkers, 17,266,451 shares of Common Stock held by BSPI and 1,064 shares of Common Stock held by Broad Street Control Advisors, L.L.C., in each case of which GS Group and affiliates of GS Group are the member, general partner, manager or investment manager, as applicable. In addition, as of June 12, 2023, GS Group and Goldman Sachs may be deemed to beneficially own all of the abovementioned shares of Common Stock and are deemed to beneficially own an additional 723,209 shares of Common Stock. /s/ Jamison Yardley, Attorney-in-fact 2023-06-14 EX-24 2 poa.txt POA DOCUMENT Power of Attorney The undersigned does hereby make, constitute and appoint each of Jamison Yardley, Crystal Orgill, Chad Christensen, and Carson Williams (and any other employee, of the Goldman Sachs Group, Inc. (the "company") or one of its affiliates, performing the function in connection with which this Power of Attorney has been granted designated in writing by one of the attorneys-in-fact), as his true and lawful attorney-in-fact, acting for him in his respective name, place and stead, whether acting individually or as a representative of other to approve, execute and deliver any documentation required to be made by him under the securities Exchange Act of 1934 (as amended, the "act"), with respect to securities which may be deemed to be beneficially owned by him under the Act, such documents to be in such form as such attorney-in-fact may approve on the undersigned's behalf, such approval to be conclusively evidenced by the due execution thereof, and granting unto such attorney-in-fact full power, including substitution and resubstitution, and authority to act in the premises as fully and to all intents and purposes as the undersigned might or could do in person, and hereby ratifies, approves and confirms all that such attorney-in-fact shall lawfully do or cause to be done by virtue hereof. THIS POWER OF ATTORNEY shall remain in full force and effect until the earlier of (i) September 14, 2024 and (ii) such time that it is revoked in writing by the undersigned; provided that in the event the attorney-in-fact ceases to be an employee of the Company or its affiliates or ceases to perform the function in connection with which he was appointed attorney-in-fact prior to such time, this Power of Attorney shall cease to have effect in relation to such attorney-in-fact up such cessation but shall continue in full force and effect in relation to any remaining attorney-in-fact. The undersigned has the unrestricted right unilaterally to revoke the Power of Attorney. This Power of Attorney shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to the rules of conflicts of law. IN WITTNESS WHEREOF, the undersigned has duly subscribed these presents as of September 15, 2021. By: /s/ Adrian M. Jones Name: Adrian M. Jones