Statement of Changes in Beneficial Ownership (4)
16 Dezember 2021 - 10:53PM
Edgar (US Regulatory)
FORM 4
[X] Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue. See Instruction
1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
| 1. Name
and Address of Reporting Person * Berkshire Partners
Holdings LLC |
2. Issuer Name and Ticker or Trading
Symbol ADVANCED DRAINAGE SYSTEMS, INC. [ WMS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
200 CLARENDON STREET, 35TH FLOOR, |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/14/2021
|
|
(Street)
BOSTON, MA 02116
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
12/14/2021 |
|
S |
|
729770 |
D |
$125.25 |
6367265 |
I |
See Footnote (1)(2) |
|
Common Stock |
12/14/2021 |
|
S |
|
10114 |
D |
$125.25 |
63995 |
D (3) |
|
|
Common Stock |
12/14/2021 |
|
S |
|
10116 |
D |
$125.25 |
62107 |
D (4) |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
| Explanation of
Responses: |
| (1) |
Represents shares that may
be deemed to be indirectly beneficially owned by Berkshire Partners
Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC
("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P.
("BF IX") holds 2,718,554 shares of the Issuer's common stock, and
Berkshire Fund IX-A, L.P. ("BF IX-A") holds 1,113,650 shares of the
Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is
the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P.
(f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds
2,256,521 shares of the Issuer's common stock, Stockbridge Absolute
Return Fund, L.P. ("SARF") holds 6,154 shares of the Issuer's
common stock, and SP holds 272,386 shares of the Issuer's common
stock on behalf of certain other accounts. Stockbridge Associates
LLC ("SA") is the general partner of SF and SARF. |
| (2) |
(Continued from Footnote 1)
BPH is the general partner of BPSP, which is the managing member of
each of SP, the registered investment adviser of SF, SARF and
certain other accounts holding shares of the Issuer, and BP, the
registered investment adviser of BF IX and BF IX-A. As the managing
member of SP and BP, BPSP may be deemed to beneficially own shares
of common stock that are beneficially owned by SP and BP. As the
general partner of BPSP, BPH may be deemed to beneficially own
shares of common stock that are beneficially owned by BPSP. BPH,
BPSP, BP, SP, 9BA and SA are under common control and may be deemed
to be, but do not admit to being, a group for purposes of Section
13(d)(3) of the Securities Exchange Act of 1934, as amended (the
"Act"). Each of BPH, BPSP, BP, SP, 9BA and SA disclaims beneficial
ownership of any securities except to the extent of its pecuniary
interest therein. |
| (3) |
Represents shares held
directly by Berkshire Investors III LLC. Berkshire Investors III
LLC may be deemed to be, but does not admit to being, a member of a
group holding over 10% of the outstanding common stock of the
Issuer for purposes of Section 13(d)(3) of the Act. |
| (4) |
Represents shares held
directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC
may be deemed to be, but does not admit to being, a member of a
group holding over 10% of the outstanding common stock of the
Issuer for purposes of Section 13(d)(3) of the Act. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Berkshire Partners Holdings LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
BPSP, L.P.
200 CLARENDON STREET, 35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Berkshire Partners LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Stockbridge Partners LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Berkshire Fund IX, L.P.
C/O NINTH BERKSHIRE ASSOCIATES LLC
200 CLARENDON STREET
BOSTON, MA 02116 |
|
X |
|
|
Berkshire Fund IX-A, L.P.
C/O NINTH BERKSHIRE ASSOCIATES LLC
200 CLARENDON STREET
BOSTON, MA 02116 |
|
X |
|
|
Stockbridge Fund, L.P.
200 CLARENDON STREET
BOSTON, MA 02116 |
|
X |
|
|
Stockbridge Absolute Return Fund, L.P.
200 CLARENDON STREET
35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Berkshire Investors III LLC
200 CLARENDON STREET, 35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Berkshire Investors IV LLC
200 CLARENDON STREET
35TH FLOOR
BOSTON, MA 02116 |
|
X |
|
|
Signatures
|
|
/s/ Kenneth S. Bring, Managing Director of
Berkshire Partners Holdings LLC |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of
Berkshire Partners Holdings LLC, the general partner of BPSP,
L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of BPSP,
L.P., the managing member of Berkshire Partners LLC, and Managing
Director of Berkshire Partners Holdings LLC, the general partner of
BPSP, L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of BPSP,
L.P., the managing member of Stockbridge Partners LLC, and Managing
Director of Berkshire Partners Holdings LLC, the general partner of
BPSP, L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of Ninth
Berkshire Associates LLC, the general partner of Berkshire Fund IX,
L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of Ninth
Berkshire Associates LLC, the general partner of Berkshire Fund
IX-A, L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of
Stockbridge Associates LLC, the general partner of Stockbridge
Fund, L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of
Stockbridge Associates LLC, the general partner of Stockbridge
Absolute Return Fund, L.P. |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of
Berkshire Investors III LLC |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
|
/s/ Kenneth S. Bring, Managing Director of
Berkshire Investors IV LLC |
|
12/16/2021 |
| **Signature of
Reporting Person |
Date |
Advanced Drainage Systems (NYSE:WMS)
Historical Stock Chart
Von Apr 2022 bis Mai 2022
Advanced Drainage Systems (NYSE:WMS)
Historical Stock Chart
Von Mai 2021 bis Mai 2022
