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Filing Details

Accession Number:: 0000905718-21-000656
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-05-05 13:00:00
Reporting Period:: 2021-05-03

Accepted Time:: 2021-05-05 11:11:24
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1759655	Privia Health Group Inc.	PRVA	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1308574	M Alexander Knaster	C/O Pamplona Capital Management Llp 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1554913	Pamplona Capital Management, Llc	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1554914	Pamplona Capital Partners Iii, L.p.	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1554942	Pamplona Capital Management, Llp	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1650903	Ltd Malta Investments Pe Pamplona	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1844368	Sam (Monaco) Management Capital Pamplona	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1844403	C. John Halsted	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	No	No	Yes	No
1859731	Ltd Iii Advisors Equity Pamplona	C/O Pamplona Capital Management Llc 667 Madison Avenue, 22Nd Floor New York NY 10065	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	Disposition	2021-05-03	16,700,000	$21.62	79,178,470	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes

Footnotes

This statement is being filed by (i) Pamplona Capital Partners III, L.P., (ii) Pamplona Equity Advisors III Ltd, (iii) Pamplona PE Investments Malta Limited, (iv) Pamplona Capital Management LLP, (v) Pamplona Capital Management LLC, (vi) Pamplona Capital Management (Monaco) SAM, (vii) John C. Halsted, and (viii) Alexander Knaster (the foregoing, collectively, the "Reporting Persons").
Pursuant to an underwriting agreement, dated April 28, 2021 (the "Underwriting Agreement"), and in connection with the initial public offering of common stock, par value $0.01 per share (the "Common Stock") of Privia Health Group, Inc. (the "Company") by the Company, Brighton Health Group Holdings, LLC ("BHG"), the Company's parent holding company, sold 16,700,000 shares of Common Stock pursuant to the final prospectus filed by the Company on April 30, 2021, which offering was consummated on May 3, 2021 (the "Initial Public Offering"). The amount above represents the $23.00 public offering price per share of Common Stock in the Initial Public Offering less the underwriting discount of $1.38 per share of Common Stock. The membership interests in BHG are held by a private investor group, which includes Pamplona Capital Partners III, L.P.
As of May 3, 2021, as a result of the Initial Public Offering, the Reporting Persons may be deemed to beneficially own indirectly 79,178,470 shares of Common Stock by reason of the membership interests in BHG held by Pamplona Capital Partners III, L.P. Pamplona Capital Partners III, L.P. is controlled by Pamplona Equity Advisors III Ltd, its general partner. John C. Halsted owns 100% of the shares of Pamplona Equity Advisors III, Ltd. Pamplona PE Investments Malta Limited serves as an investment manager to Pamplona Capital Partners III, L.P. Pamplona Capital Management LLP, Pamplona Capital Management LLC, and Pamplona Capital Management (Monaco) SAM (together, the "Pamplona Manager Entities") serve as investment advisors to Pamplona PE Investments Malta Limited. Mr. John C. Halsted and Mr. Alexander Knaster are the principals of the Pamplona Manager Entities.
Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.