Statement of Changes in Beneficial Ownership (4)
31 March 2023 - 7:06AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
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0.5
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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
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1. Name and Address of Reporting Person
*
ARES MANAGEMENT LLC |
2. Issuer Name and Ticker or Trading Symbol
Global Business Travel Group, Inc.
[
GBTG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
2000 AVENUE OF THE STARS, 12TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/28/2023 |
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(Street)
LOS ANGELES, CA 90067 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Class A Common Stock | 3/28/2023 | | J(1) | | 1506392 | D | (1) | 662499 | I | See footnotes (2)(3)(6)(7) |
| Class A Common Stock | 3/28/2023 | | J(1) | | 1506392 | A | (1) | 3675285 | I | See footnotes (2)(4)(6)(7) |
| Class A Common Stock | | | | | | | | 4337784 | I | See footnotes (2)(5)(6)(7) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 a transfer by ASOF II A (DE) Holdings I, L.P. to ASOF II Holdings I, L.P. for no consideration. |
| (2) | This statement is being filed jointly by (i) ASOF Holdings I, L.P. ("ASOF Holdings I"), (ii) ASOF II A (DE) Holdings I, L.P. ("ASOF II A (DE) Holdings I"), (iii) ASOF II Holdings I, L.P. ("ASOF II Holdings I" and, together with ASOF Holdings I and ASOF II A (DE) Holdings I, the "Ares Holders"), (iv) ASOF Investment Management LLC ("ASOF Investment Management"), (v) Ares Management LLC, (vi) Ares Management Holdings L.P. ("Ares Management Holdings"), (vii) Ares Holdco LLC ("Ares Holdco"), (viii) Ares Management Corporation ("Ares Management"), (ix) Ares Voting LLC ("Ares Voting"), (x) Ares Management GP LLC ("Ares Management GP") and (xi) Ares Partners Holdco LLC ("Ares Partners") (collectively, the "Reporting Persons"). |
| (3) | Represents shares of Class A common stock held of record by ASOF II A (DE) Holdings I following the transactions reported herein. |
| (4) | Represents shares of Class A common stock held of record by ASOF II Holdings I following the transactions reported herein. |
| (5) | Represents shares of Class A common stock held of record by ASOF Holdings I following the transactions reported herein. |
| (6) | ASOF Investment Management is the manager of each of the Ares Holders. The sole member of ASOF Investment Management is Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings and the general partner of Ares Management Holdings is Ares Holdco. The sole member of Ares Holdco is Ares Management. Ares Management GP is the sole holder of the Class B common stock of Ares Management (the "Ares Class B Common Stock") and Ares Voting is the sole holder of the Class C common stock of Ares Management (the "Ares Class C Common Stock"). Pursuant to Ares Management's Certificate of Incorporation in effect as of the date of this filing, the holders of the Ares Class B Common Stock and the Ares Class C Common Stock, collectively, will generally have the majority of the votes on any matter submitted to the stockholders of Ares Management if certain conditions are met. The sole member of both Ares Management GP and Ares Voting is Ares Partners. |
| (7) | Ares Partners is managed by a board of managers, which is composed of Michael J. Arougheti, Ryan Berry, R. Kipp deVeer, David B. Kaplan, Antony P. Ressler and Bennett Rosenthal (collectively, the "Board Members"). Mr. Ressler generally has veto authority over the Board Members' decisions. Each of the Reporting Persons, the Board Members and the other directors, officers, partners, stockholders, members and managers of the Reporting Persons expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this filing 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 purposes. |
Remarks:
Due to the limitations of the electronic filing system, ASOF Investment Management LLC, ASOF Holdings I, L.P., ASOF II A (DE) Holdings I, L.P. and ASOF II Holdings I, L.P. are filing a separate Form 4. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Management Holdings L.P.
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Holdco LLC
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Management Corp
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Voting LLC
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Management GP LLC
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Ares Partners Holdco LLC
C/O ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS 12TH FLOOR
LOS ANGELES, CA 90067 |
| X |
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Signatures
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| Ares Management LLC, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Management Holdings L.P., By: Ares Holdco LLC, its general partner, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Holdco LLC, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Management Corporation, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Voting LLC, By: Ares Partners Holdco LLC, its sole member, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Management GP LLC, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Ares Partners Holdco LLC, By: /s/ Naseem Sagati Aghili, Authorized Signatory | | 3/30/2023 |
| **Signature of Reporting Person | Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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