-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J7zBa2I9w79PS9V317eXiy4vkx+WleskewunBawnjif7MXP1v4JTwtlzme6wEXPK VhIiLd7vTVG8Ns/7R+R6yg== 0000903423-08-000539.txt : 20080702 0000903423-08-000539.hdr.sgml : 20080702 20080702114507 ACCESSION NUMBER: 0000903423-08-000539 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080630 FILED AS OF DATE: 20080702 DATE AS OF CHANGE: 20080702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BONDERMAN DAVID CENTRAL INDEX KEY: 0000860866 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14667 FILM NUMBER: 08932330 BUSINESS ADDRESS: BUSINESS PHONE: 8178714040 MAIL ADDRESS: STREET 1: C/O COSTAR GROUP INC STREET 2: 7475 WISCONSIN AVENUE #600 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WASHINGTON MUTUAL, INC CENTRAL INDEX KEY: 0000933136 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 911653725 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1301 SECOND AVENUE CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 206-461-2000 MAIL ADDRESS: STREET 1: 1301 SECOND AVENUE CITY: SEATTLE STATE: WA ZIP: 98101 FORMER COMPANY: FORMER CONFORMED NAME: WASHINGTON MUTUAL INC DATE OF NAME CHANGE: 19941123 4 1 bonderman-wamuf4_0702ex.xml X0303 4 2008-06-30 0 0000933136 WASHINGTON MUTUAL, INC WM 0000860866 BONDERMAN DAVID C/O TPG CAPITAL, L.P. 301 COMMERCE STREET, SUITE 3300 FORT WORTH TX 76102 1 0 1 0 Common Stock, no par value 2008-06-30 4 C 0 320000 A 2620952 I See Explanation of Responses Common Stock, no par value 2008-06-30 4 C 0 227428571 A 230049523 I See Explanation of Responses Series T Preferred Stock 8.75 2008-06-30 4 C 0 28 D Common Stock 320000 19900 I See Explanation of Responses Series T Preferred Stock 8.75 2008-06-30 4 C 0 19900 D Common Stock 227428571 0 I See Explanation of Responses Series T Contingent Convertible Perpetual Non-Cumulative Preferred Stock ("Series T Preferred Stock") of Washington Mutual, Inc. ("Issuer") automatically converted into shares of Issuer's Common Stock ("Shares") at a conversion price of $8.75 per share on June 30, 2008, pursuant to its terms and conditions specified in the relevant Articles of Amendment to Issuer's Amended and Restated Articles of Incorporation. As a result, 28 shares of Series T Preferred Stock directly held by TPG Partners VI, L.P. ("Partners VI") were converted into 320,000 Shares and 19,900 shares of Series T Preferred Stock directly held by Olympic Investment Partners, L.P. ("Olympic Partners") were converted into 227,428,571 Shares. Series T Preferred Stock had no expiration date. David Bonderman (the "Reporting Person") is an officer, director and shareholder of TPG Advisors VI, Inc., which is the general partner of TPG GenPar VI, L.P., which in turn is the general partner of Partners VI. The Reporting Person is also an officer, director and shareholder of TPG Olympic Advisors, Inc., which is the general partner of TPG Olympic GenPar, L.P., which in turn is the general partner of Olympic Partners. Because of the Reporting Person's relationship to Partners VI and Olympic Partners, the Reporting Person may be deemed to beneficially own such Shares directly owned by Partners VI and Olympic Partners to the extent of the greater of his pecuniary interest in the profits or capital accounts of each of Partners VI and Olympic Partners. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any Shares in excess of such amounts. Includes (i) 1,240,294 Shares directly held by the Reporting Person, (ii) 191,637 Shares held in escrow for the benefit of Keystone Holdings Partners, L.P. ("KH Partners") of which the Reporting Person is a limited partner and has been granted voting rights over such Shares, (iii) 45,714 Shares held in escrow for the benefit of KH Partners over which voting rights have been granted to KH Group Management, Inc. ("KH Group"), a limited partner of KH Partners, of which the Reporting Person is the president and sole shareholder, (iv) 450 Shares directly held by Bonderman Family, L.P. ("Family Partnership"), of which the Reporting person is both a limited partner and the sole shareholder of an entity which in turn is the general partner of Family Partnership and (v) 822,857 Shares directly held by Partners VI from prior to the conversion of Series T Preferred Stock. Because of the Reporting Person's relationship to KH Partners and KH Group, the Reporting Person may be deemed to beneficially own such Shares held in escrow for the benefit of KH Partners, over which voting rights have been distributed to each of the Reporting Person and KH Group, to the extent of the greater of his direct or indirect pecuniary interest in KH Group and the profits or capital accounts of KH Partners. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any Shares in excess of such amounts. Because of the Reporting Person's relationship to Family Partnership, he may be deemed to beneficially own such Shares directly owned by Family Partnership to the extent of the greater of his direct or indirect pecuniary interest in the profits or capital accounts of Family Partnership. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any Shares in excess of such amounts. After the conversion of Series T Preferred Stock reported herein, each of Partners VI and Olympic Partners directly holds 1,142,857 and 227,428,571 Shares, respectively. (8) Christopher J. Bellavia is signing on behalf of Mr. Bonderman pursuant to a power of attorney dated April 12, 2008, which was previously filed with the Securities and Exchange Commission. Christopher J. Bellavia, Attorney-in-Fact (8) 2008-07-02 -----END PRIVACY-ENHANCED MESSAGE-----