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
                                                                                  
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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 *

Fikry Christopher
2. Issuer Name and Ticker or Trading Symbol

PPD, Inc. [ PPD ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP, Global Laboratory Service
(Last)          (First)          (Middle)

C/O PPD, INC., 929 NORTH FRONT STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

12/8/2021
(Street)

WILMINGTON, NC 28401
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ 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 12/8/2021  D(1)  12603 D$47.50 (2)0 D  
Common Stock 12/8/2021  A(1)(3)  22836 (3)A$0 22836 D  
Common Stock 12/8/2021  D(1)  22836 D (3)0 D  

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (Right to Buy) $15.05 12/8/2021  D (1)    173197   (4)7/24/2027 Common Stock 173197 $32.45 (4)0 D  
Stock Options (Right to Buy) $10.59 12/8/2021  A (5)  24919     (5)7/24/2027 Common Stock 24919 $0 76008 D  
Stock Options (Right to Buy) $10.59 12/8/2021  D (1)    76008   (5)7/24/2027 Common Stock 76008 $36.91 (5)0 D  
Stock Options (Right to Buy) $21.70 12/8/2021  A (6)  23226     (6)11/26/2029 Common Stock 23226 $0 69125 D  
Stock Options (Right to Buy) $21.70 12/8/2021  D (1)    69125   (6)11/26/2029 Common Stock 69125 $25.80 (6)0 D  
Stock Options (Right to Buy) $10.90 12/8/2021  D (1)    48843   (7)4/13/2028 Common Stock 48843 $36.60 (7)0 D  
Stock Options (Right to Buy) $37.22 12/8/2021  D (1)    148681   (8)2/11/2031 Common Stock 148681  (8)0 D  

Explanation of Responses:
(1) On December 8, 2021, Thermo Fisher Scientific Inc., a Delaware corporation ("Buyer"), acquired the Issuer pursuant to a certain Agreement and Plan of Merger entered into by and among the Issuer, Buyer and Powder Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Buyer ("Merger Sub"), dated as of April 15, 2021 (the "Merger Agreement"). In accordance with the Merger Agreement, the Issuer merged with and into Merger Sub, with the Issuer surviving such merger as a wholly-owned subsidiary of Buyer (the "Merger").
(2) At the effective time of the Merger, each issued and outstanding share of the Issuer's common stock (other than certain excluded shares) automatically converted into the right to receive $47.50 in cash (the "Merger Consideration").
(3) Prior to the Merger, the Reporting Person held certain restricted stock units subject to performance-based vesting criteria ("PSUs") which were not included on prior reports as the performance-based vesting criteria had not been satisfied. At the effective time of the Merger, each unvested PSU was canceled and converted into a restricted stock unit with substantially the same terms as were applicable to such PSU immediately prior to the effective time of the Merger (other than performance-based vesting conditions) with respect to a number of shares of Buyer equal to the product of (a) the Merger Consideration divided by the price of Buyer stock prior to the Merger, as determined in accordance with the Merger Agreement (the "Exchange Ratio") and (b) the number of shares of Issuer common stock subject to such PSU, based on the actual level of performance deemed achieved prior to the Merger.
(4) These options, of which 24,919 were unvested and scheduled to vest on July 24, 2022, were canceled in the Merger in exchange for a cash payment per underlying share equal to the difference between the exercise price of the option and the Merger Consideration.
(5) These options, of which 24,919 options were eligible to vest upon the achievement of certain EBITDA-based vesting conditions for the fiscal year 2021 and were not included on prior reports as the performance-based vesting criteria had not been satisfied, were canceled in the Merger in exchange for a cash payment per underlying share equal to the difference between the exercise price of the option and the Merger Consideration.
(6) These options, of which (i) 17,419 were unvested and scheduled to vest in equal installments on November 26, 2022, 2023, and 2024, (ii) 11,061 options were eligible to vest upon the achievement of certain return on capital or rate of return conditions three years after the initial public offering of the Issuer or earlier, upon certain sales by significant stockholders, and (iii) 23,226 options were eligible to vest in equal installments upon the achievement of certain EBITDA-based vesting conditions for the fiscal years 2021 and 2022 and were not included on prior reports as the performance-based vesting criteria had not been satisfied, were canceled in the Merger in exchange for a cash payment per underlying share equal to the difference between the exercise price of the option and the Merger Consideration.
(7) These options, which were eligible to vest upon the achievement of certain return on capital or rate of return conditions three years after the initial public offering of the Issuer or earlier, upon certain sales by significant stockholders, were canceled in the Merger in exchange for a cash payment per underlying share equal to the difference between the exercise price of the option and the Merger Consideration.
(8) This option, of which (i) 122,624 provided for vesting on the third anniversary of the grant date and (ii) 26,057 provided for vesting in four equal installments beginning on February 11, 2022, was canceled and converted into an option to purchase a number of shares of Buyer common stock equal to the number of shares of Issuer common stock subject to such option multiplied by the Exchange Ratio, at a price per share equal to the exercise price per share divided by the Exchange Ratio, plus a cash payment in respect of any fractional shares as provided in the Merger Agreement.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Fikry Christopher
C/O PPD, INC.
929 NORTH FRONT STREET
WILMINGTON, NC 28401


EVP, Global Laboratory Service

Signatures
/s/ Richard Whitlow, as Attorney-in-Fact12/8/2021
**Signature of Reporting PersonDate

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