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Filing Details

Accession Number:: 0000919574-19-006273
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-10-07 19:05:23
Reporting Period:: 2019-10-03

Accepted Time:: 2019-10-07 19:05:23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1604028	Advanced Drainage Systems Inc.	WMS	()	MA

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1312988	Berkshire Partners Llc	200 Clarendon Street, 35Th Floor Boston MA 02116	No	No	Yes	No
1501625	Stockbridge Fund, L.p.	200 Clarendon Street Boston MA 02116	No	No	Yes	No
1505182	Stockbridge Absolute Return Fund, L.p.	200 Clarendon Street 35Th Floor Boston MA 02116	No	No	Yes	No
1505183	Stockbridge Partners Llc	200 Clarendon Street 35Th Floor Boston MA 02116	No	No	Yes	No
1505184	Berkshire Investors Iii Llc	200 Clarendon Street, 35Th Floor Boston MA 02116	No	No	Yes	No
1505185	Berkshire Investors Iv Llc	200 Clarendon Street 35Th Floor Boston MA 02116	No	No	Yes	No
1597786	Berkshire Partners Holdings Llc	200 Clarendon Street, 35Th Floor Boston MA 02116	No	No	Yes	No
1597787	Bpsp, L.p.	200 Clarendon Street, 35Th Floor Boston MA 02116	No	No	Yes	No
1658315	Berkshire Fund Ix, L.p.	C/O Ninth Berkshire Associates Llc 200 Clarendon Street Boston MA 02116	No	No	Yes	No
1658319	Berkshire Fund Ix-A, L.p.	C/O Ninth Berkshire Associates Llc 200 Clarendon Street Boston MA 02116	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-10-03	85,400	$31.44	12,550,851	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2019-10-04	2,237	$32.41	12,553,088	No	4	P	Indirect	See Footnote
Common Stock	Acquisiton	2019-10-04	9,373	$32.97	12,562,461	No	4	P	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote
No	4	P	Indirect	See Footnote

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	143,356	Direct
Common Stock	134,841	Direct

Footnotes

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 6,015,089 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 2,464,069 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 3,344,977 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 10,192 shares of the Issuer's common stock, and SP holds 728,134 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.
(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.
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.
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.
The purchase reported on this Form 4 was effective pursuant to a Rule 10b5-1 trading plan adopted by SF and SARF on September 13, 2019.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.2300 to $31.7200. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.8100 to $32.8099. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $32.8100 to $33.0000. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.