New Mountain Capital, L.L.C. Form 3 Avantor / Mountain Capital, L.L.C. New ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

New Mountain Investments III, LLC

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/16/2019

3. Issuer Name and Ticker or Trading Symbol
Avantor, Inc. [ AVTR ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	110,478,090	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

New Mountain Investments III, LLC

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

New Mountain Partners III LP

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

New Mountain Capital, L.L.C.

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

New Mountain Capital Group, L.P.

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NM Holdings GP, L.L.C.

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KLINSKY STEVEN B

(Last) (First) (Middle)

C/O NEW MOUNTAIN CAPITAL

787 7TH AVENUE, 49TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Explanation of Responses:

1. These securities are directly held by New Mountain Partners III, L.P. The general partner of New Mountain Partners III, L.P. is New Mountain Investments III, L.L.C. and the manager of New Mountain Partners III, L.P. is New Mountain Capital, L.L.C. Steven B. Klinsky is the managing member of New Mountain Investments III, L.L.C. The managing member of New Mountain Capital, L.L.C. is New Mountain Capital Group, L.P. The general partner of New Mountain Capital Group, L.P. is NM Holdings GP, L.L.C. Steven B. Klinsky is the managing member of NM Holdings GP, L.L.C. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Remarks:

	NEW MOUNTAIN PARTNERS III, L.P., By: New Mountain Investments III, L.L.C., its general partner, By: /s/ Steven B. Klinsky, Name: Steven B. Klinsky, Title: Managing Member	05/16/2019
	NEW MOUNTAIN INVESTMENTS III, L.L.C., By: /s/ Steven B. Klinsky, Name: Steven B. Klinsky, Title: Managing Member	05/16/2019
	NEW MOUNTAIN CAPITAL, L.L.C., By: New Mountain Capital Group, L.P., its managing member, By: NM Holdings GP, L.L.C., its general partner, By: /s/ Steven B. Klinsky, Name: Steven B. Klinsky, Title: Managing Member	05/16/2019
	NEW MOUNTAIN CAPITAL GROUP, L.P., By: NM Holdings GP, L.L.C., its general partner, By: /s/ Steven B. Klinsky, Name: Steven B. Klinsky, Title: Managing Member	05/16/2019
	NM HOLDINGS GP, L.L.C., By: /s/ Steven B. Klinsky, Name: Steven B. Klinsky, Title: Managing Member	05/16/2019
	/s/ Steven B. Klinsky	05/16/2019
	** Signature of Reporting Person	Date
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