H&F Corporate Investors VII Form 4 PPD / Allen R Thorpe 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^*

H&F Corporate Investors VII, Ltd.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PPD, Inc. [ PPD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/21/2020

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	09/21/2020		S		9,302,325	D	$31.2825(1)	53,767,236	I	See Footnotes(2)(11)
Common Stock	09/21/2020		J(12)		883,200	D	$0.00	52,884,036	I	See Footnotes(2)(11)
Common Stock	09/21/2020		S		3,899,092	D	$31.2825(1)	20,244,387	I	See Footnotes(3)(11)
Common Stock	09/21/2020		S		699,284	D	$31.2825(1)	3,630,740	I	See Footnotes(4)(11)
Common Stock	09/21/2020		S		69,215	D	$31.2825(1)	359,372	I	See Footnotes(5)(11)
Common Stock	09/21/2020		S		6,860,919	D	$31.2825(1)	35,622,429	I	See Footnotes(6)(11)
Common Stock	09/21/2020		S		3,079,193	D	$31.2825(1)	15,987,409	I	See Footnotes(7)(11)
Common Stock	09/21/2020		S		581,903	D	$31.2825(1)	3,021,286	I	See Footnotes(8)(11)
Common Stock	09/21/2020		S		179,980	D	$31.2825(1)	934,469	I	See Footnotes(9)(11)
Common Stock	09/21/2020		S		30,264	D	$31.2825(1)	157,138	I	See Footnotes(10)(11)
Common Stock	09/21/2020		G	V	127,867	D	$0.00	0	D(13)

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^*

H&F Corporate Investors VII, Ltd.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Hellman & Friedman Investors VII, L.P.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HELLMAN & FRIEDMAN CAPITAL PARTNERS VII, L.P.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HELLMAN & FRIEDMAN CAPITAL PARTNERS VII (PARALLEL), L.P.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HFCP VII (PARALLEL-A), L.P.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

H&F EXECUTIVES VII, L.P.

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Thorpe Allen R

(Last) (First) (Middle)

415 MISSION STREET, SUITE 5700

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

Explanation of Responses:

1. This amount represents the $32.25 secondary public offering price per share of the Common Stock of the Issuer less the underwriting discount of $0.9675 per share.

2. Reflects securities directly held by Hellman & Friedman Capital Partners VII, L.P. ("HFCP VII").

3. Reflects securities directly held by Hellman & Friedman Capital Partners VII (Parallel), L.P. ("HFCP VII Parallel").

4. Reflects securities directly held by HFCP VII (Parallel-A), L.P. ("HFCP VII Parallel-A").

5. Reflects securities directly held by H&F Executives VII, L.P. ("H&F VII Executives", and together with HFCP VII, HFCP VII Parallel and HFCP VII Parallel-A, the "H&F VII Funds").

6. Reflects securities directly held by Hellman & Friedman Capital Partners VIII, L.P. ("HFCP VIII").

7. Reflects securities directly held by Hellman & Friedman Capital Partners VIII (Parallel), L.P. ("HFCP VIII Parallel").

8. Reflects securities directly held by HFCP VIII (Parallel-A), L.P. ("HFCP VIII Parallel-A").

9. Reflects securities directly held by H&F Executives VIII, L.P. ("H&F VIII Executives").

10. Reflects securities directly held by H&F Associates VIII, L.P. ("H&F VIII Associates", and together with HFCP VIII, HFCP VIII Parallel, HFCP VIII Parallel-A and H&F VIII Executives, the "H&F VIII Funds").

11. Hellman & Friedman Investors VII, L.P. ("H&F Investors VII") is the general partner of each of the H&F VII Funds. H&F Corporate Investors VII, Ltd. ("H&F VII") is the general partner of H&F Investors VII. Hellman & Friedman Investors VIII, L.P. ("H&F Investors VIII") is the general partner of each of the H&F VIII Funds. H&F Corporate Investors VIII, Ltd. ("H&F VIII") is the general partner of H&F Investors VIII. A three member board of directors of each of H&F VII and H&F VIII has investment discretion over the shares held by the H&F VII Funds and the H&F VIII Funds, respectively. Allen R. Thorpe, a member of the board of directors of PPD, Inc. is a member of the boards of directors of H&F VII and H&F VIII.

12. Represents in-kind distributions of shares of Common Stock previously held by HFCP VII to certain of its direct and indirect partners for the sole purpose of charitable giving.

13. These shares of Common Stock were received by Mr. Thorpe in connection with pro rata distributions made by HFCP VII described above and were transferred as a charitable donation upon receipt.

Remarks:

Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.

	H&F CORPORATE INVESTORS VII, LTD. By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	HELLMAN & FRIEDMAN INVESTORS VII, L.P. By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	HELLMAN & FRIEDMAN CAPITAL PARTNERS VII, L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	HELLMAN & FRIEDMAN CAPITAL PARTNERS VII (PARALLEL), L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	HFCP VII (PARALLEL-A), L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	H&F EXECUTIVES VII, L.P. By: Hellman & Friedman Investors VII, L.P., as general partner By: H&F Corporate Investors VII, Ltd., as general partner By: /s/ Allen R. Thorpe Name: Allen R. Thorpe Title: Vice President	09/23/2020
	ALLEN R. THORPE: /s/ Allen R. Thorpe	09/23/2020
	** Signature of Reporting Person	Date
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