Wassong David Form 4 Oak Street Health / DAVID WASSONG ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Newlight Partners LP

(Last) (First) (Middle)

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Oak Street Health, Inc. [ OSH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001	08/19/2022		S		7,000,000	D	$24.72(1)	33,509,640	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Newlight Partners LP

(Last) (First) (Middle)

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Newlight Harbour Point SPV LLC

(Last) (First) (Middle)

C/O NEWLIGHT PARTNERS LP

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Newlight GP LLC

(Last) (First) (Middle)

C/O NEWLIGHT PARTNERS LP

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Yadav Ravi

(Last) (First) (Middle)

C/O NEWLIGHT PARTNERS LP

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

WASSONG DAVID

(Last) (First) (Middle)

C/O NEWLIGHT PARTNERS LP

320 PARK AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Explanation of Responses:

1. This amount represents a public offering price of $25.75 per share of common stock, par value $0.001 per share (the "Common Stock"), of Oak Street Health, Inc. (the "Company"), less an underwriting discount of $1.03 per share for shares sold in an underwritten public offering.

2. Represents shares held directly by Newlight Harbour Point SPV LLC ("SPV"). Newlight Partners LP controls SPV and serves as the exclusive investment manager to its client in respect of shares held by SPV. The general partner of Newlight Partners LP is Newlight GP LLC. The sole members of Newlight GP LLC are Ravi Yadav and David Wassong.

Remarks:

The Reporting Persons may be deemed to be directors-by-deputization for the purpose of Section 16 of the Securities Exchange Act of 1934 as a result of the service of Srdjan Vukovic on the Board of Directors of the Company because Mr. Vukovic is an employee of Newlight Partners LP or one of its affiliates. Each of Newlight Partners LP, Newlight GP LLC, Ravi Yadav and David Wassong disclaims beneficial ownership of the shares of Common Stock of the Company, except to the extent of its pecuniary interest therein, and the inclusion of the Common Stock in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

	Newlight Harbour Point SPV LLC, /s/ David Taylor, as attorney-in-fact	08/19/2022
	Newlight Partners LP, By: Newlight GP LLC, its general partner, /s/ David Taylor, as attorney-in-fact	08/19/2022
	Newlight GP LLC, /s/ David Taylor, as attorney-in-fact	08/19/2022
	/s/ David Taylor, as attorney-in-fact for Ravi Yadav	08/19/2022
	/s/ David Taylor, as attorney-in-fact for David Wassong	08/19/2022
	** Signature of Reporting Person	Date
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