0000895345-24-000222.txt : 20240606 0000895345-24-000222.hdr.sgml : 20240606 20240606172214 ACCESSION NUMBER: 0000895345-24-000222 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240604 FILED AS OF DATE: 20240606 DATE AS OF CHANGE: 20240606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO. LLC CENTRAL INDEX KEY: 0000769993 ORGANIZATION NAME: STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39352 FILM NUMBER: 241026472 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS & CO DATE OF NAME CHANGE: 19931102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GS Sponsor II LLC CENTRAL INDEX KEY: 0001816291 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39352 FILM NUMBER: 241026473 BUSINESS ADDRESS: STREET 1: 251 LITTLE FALLS DRIVE CITY: WILMINGTON STATE: DE ZIP: 19808 BUSINESS PHONE: (212) 902-1000 MAIL ADDRESS: STREET 1: 251 LITTLE FALLS DRIVE CITY: WILMINGTON STATE: DE ZIP: 19808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] ORGANIZATION NAME: 02 Finance STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39352 FILM NUMBER: 241026471 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 212-902-1000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mirion Technologies, Inc. CENTRAL INDEX KEY: 0001809987 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 830974996 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1218 MENLO DRIVE CITY: ATLANTA STATE: GA ZIP: 30318 BUSINESS PHONE: (770) 432-2744 MAIL ADDRESS: STREET 1: 1218 MENLO DRIVE CITY: ATLANTA STATE: GA ZIP: 30318 FORMER COMPANY: FORMER CONFORMED NAME: GS Acquisition Holdings Corp II DATE OF NAME CHANGE: 20200417 4 1 form4.xml X0508 4 2024-06-04 true 0001809987 Mirion Technologies, Inc. MIR 0001816291 GS Sponsor II LLC 251 LITTLE FALLS DRIVE WILMINGTON DE 19808 true 0000769993 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK NY 10282 true 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 true false Class A Common Stock 2024-06-04 4 J 0 1768000 A 17793000 D Class A Common Stock 2725000 I See footnote Warrants to Purchase Class A Common Stock 11.5 2024-06-04 4 J 0 8500000 A Class A Common Stock 8500000 0 D On June 5, 2024, GS Sponsor II LLC (the "Sponsor") surrendered to Mirion Technologies, Inc. (the "Issuer") warrants to purchase 8,500,000 shares of the Issuer's Class A Common Stock ("Class A Common Stock") in exchange for 1,768,000 shares of Class A Common Stock. As a result of this exchange, the Reporting Persons ceased to be subject to Section 16 of the Securities Exchange Act of 1934. These securities are or were held by Sponsor. Each of The Goldman Sachs Group, Inc. ("GS Group") and its subsidiary, Goldman, Sachs & Co. LLC ("Goldman Sachs"), may be deemed a beneficial owner of Issuer securities held by Sponsor, but each disclaims beneficial ownership thereof except to the extent of its pecuniary interest, if any. These securities are held by GS Acquisition Holdings II Employee Participation LLC and GS Acquisition Holdings II Employee Participation 2 LLC (the "Employee Participation Vehicles"). Each of GS Group and Goldman Sachs may be deemed a beneficial owner of Issuer securities held by the Employee Participation Vehicles, but each disclaims beneficial ownership thereof except to the extent of its pecuniary interest, if any. In connection with the completion of the Issuer's initial public offering, Sponsor purchased an aggregate of 8,500,000 private placement warrants, each exercisable to purchase (subject, initially, to the satisfaction of certain material conditions) one share of the Issuer's Class A Common Stock for $11.50 per share. Certain material conditions to the exercisability of these warrants were satisfied upon the occurrence of the Issuer's initial business combination and these warrants were exercisable (including by cash settlement) 30 days following such date. /s/ Philip Grovit, Vice President, GS Sponsor II LLC 2024-06-06 /s/ Crystal Orgill, Attorney-in-Fact, Goldman, Sachs & Co. LLC 2024-06-06 /s/ Crystal Orgill, Attorney-in-Fact, The Goldman Sachs Group, Inc. 2024-06-06