-----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, K5ZzTZt8DU0CreNKHBLg/ocLFmEpEH/DpsWbTgIFktfJMzvU4lror9pZqJhRLxne HGFbhNrVHvNNvgD2n03xag== 0001181431-08-037978.txt : 20080610 0001181431-08-037978.hdr.sgml : 20080610 20080610164131 ACCESSION NUMBER: 0001181431-08-037978 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080606 FILED AS OF DATE: 20080610 DATE AS OF CHANGE: 20080610 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NYFIX INC CENTRAL INDEX KEY: 0000099047 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 061344888 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 WALL STREET STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 212-809-3542 MAIL ADDRESS: STREET 1: 100 WALL STREET STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 FORMER COMPANY: FORMER CONFORMED NAME: TRINITECH SYSTEMS INC DATE OF NAME CHANGE: 19940404 FORMER COMPANY: FORMER CONFORMED NAME: TRANS AIRE ELECTRONICS INC DATE OF NAME CHANGE: 19910916 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAVIS CARY CENTRAL INDEX KEY: 0001220632 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02292 FILM NUMBER: 08891202 BUSINESS ADDRESS: BUSINESS PHONE: 2128780600 MAIL ADDRESS: STREET 1: C/O WARBURG PINCUS LLC STREET 2: 466 LEXINGTON AVE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 rrd206176.xml DAVIS FORM 4 X0202 4 2008-06-06 0 0000099047 NYFIX INC NYFX 0001220632 DAVIS CARY C/O WARBURG PINCUS LLC 466 LEXINGTON AVE NEW YORK NY 10017 1 0 0 0 Common Stock 2008-06-06 4 M 0 3896 0 A 3896 D Common Stock 2800227 I See Footnote Restricted Stock Units 2008-06-06 4 M 0 3896 0.00 D Common Stock 3896 7792 D Represents shares issued from the vesting of restricted stock units. See Exhibit 99.1. Each restricted stock unit represents a contingent right to receive one share of NYFIX common stock or the fair market value of one share of NYFIX common stock as of the delivery date. Restricted stock units vested as to 1/3 of the restricted stock units on June 6, 2008 and will vest as to the remaining 2/3 of the restricted stock units on June 6, 2009. /s/ Annemarie Tierney, as attorney-in-fact 2008-06-10 EX-99.1 2 rrd184275_212325.htm EXPLANATION OF RESPONSES rrd184275_212325.html
Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership
("WP IX") is the direct record owner of 2,800,227 shares of Common
Stock and 1,500,000 shares of Preferred Stock, which is convertible
into 15,000,000 shares of Common Stock. The sole general partner of WP
IX is Warburg Pincus IX, LLC, a New York limited liability company ("WP
IX LLC"); Warburg Pincus Partners, LLC, a New York limited liability
company ("WPP LLC"), is the sole member of WP IX LLC; Warburg Pincus &
Co., a New York general partnership ("WP"), is the managing member of
WPP LLC; Warburg Pincus LLC, a New York limited liability company ("WP
LLC"), manages WP IX; and Charles R. Kaye and Joseph P. Landy are each
Managing General Partners of WP and Co-Presidents and Managing Members
of WP LLC. By reason of the provisions of Rule 16a-1 of the Securities
Exchange Act of 1934, as amended (the "Act"), WP, WP LLC, WPP LLC, WP
IX LLC, Mr. Kaye and Mr. Landy may be deemed to be the beneficial
owners of any securities that may be deemed to be beneficially
owned by WP IX. Each of WP, WP LLC, WPP LLC, WP IX LLC, Mr. Kaye and
Mr. Landy disclaim beneficial ownership of all shares of the Common
Stock and Preferred Stock beneficially owned by WP IX, except to the
extent of any indirect pecuniary interest therein.
Mr. Davis, who became a director of the Issuer on October 12, 2006, is
a Partner of WP, and a Member and Managing Director of WP LLC. As such,
Mr. Davis may be deemed to have an indirect pecuniary interest (within
the meaning of Rule 16a-1 of the Act) in an indeterminate portion of
the securities reported as beneficially owned by WP IX. Mr. Davis
disclaims beneficial ownership of such securities, except to the extent
of any indirect pecuniary interest therein.


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