Home > Insider Trading > Filing (0000899243-20-029508)

Filing Details

Accession Number:: 0000899243-20-029508
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-10-28 16:30:10
Reporting Period:: 2020-10-26

Accepted Time:: 2020-10-28 16:30:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1783317	Mcafee Corp.	MCFE	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1666747	Thoma Bravo Fund Xii-A, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1756435	Thoma Bravo Partners Xii, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1813487	Thoma Bravo Ugp, Llc	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1828302	Thoma Bravo Partners Xii Aiv, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1828303	Thoma Bravo Fund Xii Aiv, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1828304	Thoma Bravo Executive Fund Xii-A Aiv, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No
1828305	Thoma Bravo Executive Fund Xii Aiv, L.p.	C/O Thoma Bravo, L.p. 150 North Riverside Plaza, Suite 2800 Chicago IL 60606	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2020-10-26	408,340	$18.90	18,852,120	No	4	S	Indirect	See Explanation of Responses

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

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class A Unit and Class B Common Stock	Disposition	2020-10-26	470,263	$18.90	470,263	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
24,264,482			No	4	J	Indirect

Footnotes

Consists of 71,344 shares of Class A common stock ("Class A Shares") of McAfee Corp. (the "Issuer") directly held by Thoma Bravo Partners XII AIV, L.P. ("TB Partners XII AIV"), 17,603,384 Class A Shares directly held Thoma Bravo Fund XII-A, L.P. ("TB Fund XII-A"), 1,156,028 Class A Shares directly held by Thoma Bravo Fund XII AIV, L.P. ("TB Fund XII AIV"), 11,312 Class A Shares directly held by Thoma Bravo Executive Fund XII AIV, L.P. ("TB Exec Fund XII AIV") and 10,052 Class A Shares directly held by Thoma Bravo Executive Fund XII-a AIV, L.P. ("TB Exec Fund XII-a AIV" and, collectively with each of the foregoing, the "TB Funds").
Consists of 2,364,188 Class A units ("Common Units") of Foundation Technology Worldwide LLC directly held by TB Partners XII AIV, 21,502,869 Common Units directly held by TB Fund XII AIV, 210,435 Common Units directly held by TB Exec Fund XII AIV and 186,990 Common Units directly held by TB Exec Fund XII-a AIV, in each case, together with an equal number of shares of Class B Common Stock ("Class B Shares") of the Issuer.
Pursuant to the Second Amended and Restated Limited Liability Company Agreement of Foundation Technology Worldwide LLC, as amended, each of TB Partners XII AIV, TB Fund XII AIV, TB Exec Fund XII AIV and TB Exec Fund XII-a AIV may exchange all or a portion of its Common Units (together with an equal number of Class B Shares) for Class A Shares on a one-for-one basis, subject to customary adjustments, or, at the option of the Issuer, cash (based on the then-market value of the Class A Shares).
On October 26, 2020, TB Fund XII AIV, TB Exec Fund XII AIV and TB Exec Fund XII-a AIV sold an aggregate of 470,263 Common Units (together with an equal number of Class B Shares) to the Issuer at a price of $18.90 per Common Unit/Class B Share.
TB Partners XII AIV is the general partner of each of TB Fund XII AIV, TB Exec Fund XII AIV and TB Exec Fund XII-a AIV, and Thoma Bravo Partners XII, L.P. ("TB Partners XII") is the general partner of TB Fund XII-A. Thoma Bravo UGP, LLC ("TB UGP") is the ultimate general partner of TB Partners XII AIV and TB Partners XII. Because of the relationships described in this footnote, TB UGP may be deemed to exercise voting and dispositive power with respect to the securities reported herein held by the TB Funds. Each TB Fund, TB Partners XII and TB UGP disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein, if any.
Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the reporting persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.