| 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 02/10/2021 | 3. Issuer Name and Ticker or Trading Symbol Signify Health, Inc. [ SGFY ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| Remarks: |
| The general partner of both New Mountain Partners V (AIV-C), L.P. ("AIV-C") and New Mountain Partners V (AIV-C2), L.P. ("AIV-C2") is New Mountain Investments V, L.L.C. ("NM V") and the manager of both such entities is New Mountain Capital, L.L.C. ("NMC"). Steven B. Klinsky is the managing member of NM V, which has decision-making power over the disposition and voting of shares of portfolio investments of AIV-C and AIV-C2. NMC also has voting power over the shares of portfolio investments of AIV-C and AIV-C2. Mr. Klinsky, as the managing member of NM V, has voting and investment power over the shares it holds. The managing member of NMC is New Mountain Capital Group, L.P., whose general partner is NM Holdings GP, L.L.C (whose managing member is Mr. Klinsky). Since (a) NM V has decision-making power over AIV-C and AIV-C2 and (b) NMC has voting power over the shares of portfolio investments of AIV-C and AIV-C2, Mr. Klinsky may be deemed to beneficially own the shares that AIV-C and AIV-C2 hold of record or may be deemed to beneficially own. Matthew S. Holt, Albert A. Notini and Kyle B. Peterson are each members of the Issuer's Board of Directors and are members of NM V. Pursuant to agreements between the Issuer and each of Messrs. Holt, Notini and Peterson, all compensation (including equity-based compensation) earned for Messrs. Holt, Notini and Peterson's service on the Issuer's Board of Directors is automatically paid and directly assignable to NMC. The general partner of Remedy Acquisition, L.P. is Remedy Investment GP, LLC, a wholly owned subsidiary of New Mountain Partners V, L.P. |
| No securities are beneficially owned. |
| /s/ New Mountain Capital, L.L.C.; By its Managing Member New Mountain Capital Group, L.P.; By its General Partner NM Holdings GP, L.L.C.; By its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ New Mountain Partners V, L.P.; By its General Partner New Mountain Investments V, L.L.C.; By its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ New Mountain Partners V (AIV-C), L.P.; By its General Partner New Mountain Investments V, L.L.C.; by its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ New Mountain Partners V (AIV-C2), L.P.; by its General Partner New Mountain Investments V, L.L.C.; By its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ New Mountain Investments V, L.L.C.; by its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ Remedy Investment GP, LLC; By its Vice President and Secretary Kyle Peterson | 02/10/2021 | |
| /s/ Remedy Acquisition L.P.; By its General Partner Remedy Investment GP, LLC; By its Vice President and Secretary Kyle Peterson | 02/10/2021 | |
| /s/ Steven B. Klinsky | 02/10/2021 | |
| /s/ New Mountain Capital Group, L.P.; By its General Partner NM Holdings GP, L.L.C.; By its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| /s/ New Mountain Holdings GP, L.L.C.; by its Authorized Person Adam B. Weinstein | 02/10/2021 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
