McAfee (MCFE) Form 4 Change in insider ownership

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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

X

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^*

GIC Private Ltd

(Last) (First) (Middle)

168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE U0 068912

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
McAfee Corp. [ MCFE ]

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)
03/01/2022

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
Class A Common Stock	03/01/2022		S		24,411,754	D	$26	0	I(1)(2)	See footnotes(1)(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^*

GIC Private Ltd

(Last) (First) (Middle)

168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE U0 068912

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GIC Special Investments Pte Ltd

(Last) (First) (Middle)

168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE U0 068912

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Snowlake Investment Pte Ltd

(Last) (First) (Middle)

C/O GIC 168 ROBINSON ROAD

#37-01 CAPITAL TOWER

(Street)

SINGAPORE U0 068912

(City) (State) (Zip)

Explanation of Responses:

1. These shares of the Issuer's Class A Common Stock ("Shares") are owned directly by Snowlake Investment Pte Ltd ("Snowlake"). Snowlake is controlled and managed by GIC Special Investments Pte Ltd ("GIC SI"), which in turn is a wholly-owned subsidiary of GIC Private Ltd ("GIC"). As such, each of Snowlake, GIC SI and GIC may be deemed to share the power to vote and the power to dispose of these Shares.

2. Each Reporting Person disclaims beneficial ownership of the Shares except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	GIC Private Ltd, By: /s/ Celine Loh Sze Ling and Diane Liang, Senior Vice Presidents	03/03/2022
	GIC Special Investments Pte Ltd, By: /s/ Chan Hoe Yin, Director	03/03/2022
	Snowlake Investment Pte Ltd, By: /s/ Cynthia Lau, Director	03/03/2022
	** 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 4 (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.