person · Reporting owner
Berkshire Fund VIII-A, L.P.
Disclosed activity across 1 company
Sign in to followReported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| Portillo's Inc.PTLO · Entity 5886 | Director · 10% owner | May 19, 2025 | May 21, 2025 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
Portillo's Inc.
Report date May 19, 2025 · Filed May 21, 2025
Jointly reported with Berkshire Partners LLC, Berkshire Fund VIII, L.P., Berkshire Investors III LLC, Berkshire Investors IV LLC, Eighth Berkshire Associates LLC, Berkshire Partners Holdings LLC, BPSP, L.P., Lutzker Joshua Adam
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectBy Berkshire Fund VIII, L.P. | 0 |
Last balance in matching sequence
After 2025-05-19 transaction · row 2
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rowsRow 1 · 2025-05-19 · Conversion · Acquired 6,521,015 · Balance 6,521,015 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F2: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Row 2 · 2025-05-19 · Sale · Disposed 6,521,015 · Balance 0 F1: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F2: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| Class A Common StockSEC Table I · non-derivative | IndirectBy Berkshire Investors III LLC | 0 |
Last balance in matching sequence
After 2025-05-19 transaction · row 4
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rowsRow 3 · 2025-05-19 · Conversion · Acquired 179,210 · Balance 179,210 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Row 4 · 2025-05-19 · Sale · Disposed 179,210 · Balance 0 F1: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| Class A Common StockSEC Table I · non-derivative | IndirectBy Berkshire Investors IV LLC | 0 |
Last balance in matching sequence
After 2025-05-19 transaction · row 6
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rowsRow 5 · 2025-05-19 · Conversion · Acquired 590,240 · Balance 590,240 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Row 6 · 2025-05-19 · Sale · Disposed 590,240 · Balance 0 F1: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| Class A Common StockSEC Table I · non-derivative | IndirectBy Berkshire Fund VIII-A, L.P. | 1,045,630 |
Reported balance
After 2025-05-19 transaction · row 7
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 7 · 2025-05-19 · Sale · Disposed 2,709,535 · Balance 1,045,630 F1: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F3: Securities held by VIII-A may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| LLC Units of PHD Group Holdings LLCSEC Table II · derivative / convertible security | IndirectBy Berkshire Fund VIII, L.P. | 2,516,498 |
Reported balance
After 2025-05-19 transaction · row 9
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 9 · 2025-05-19 · Conversion · Disposed 6,521,015 · Balance 2,516,498 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F2: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| LLC Units of PHD Group Holdings LLCSEC Table II · derivative / convertible security | IndirectBy Berkshire Investors III LLC | 69,164 |
Reported balance
After 2025-05-19 transaction · row 10
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 10 · 2025-05-19 · Conversion · Disposed 179,210 · Balance 69,164 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| LLC Units of PHD Group Holdings LLCSEC Table II · derivative / convertible security | IndirectBy Berkshire Investors IV LLC | 227,775 |
Reported balance
After 2025-05-19 transaction · row 11
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 11 · 2025-05-19 · Conversion · Disposed 590,240 · Balance 227,775 F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
| Class A Common StockSEC Table I · non-derivative | IndirectSee note | 64,050 |
Reported balance
Holding disclosure · report date 2025-05-19 · row 8
Holding and transaction disclosures are not merged.
1 source rowRow 8 · Balance 64,050 F4: Represents restricted stock units granted to Joshua Lutzker for his service on the Board of Directors of the Issuer. Any securities that have been issued to Mr. Lutzker, and may be issued to Mr. Lutzker in the future, for service as a director are held by each of them for the benefit of funds or entities affiliated with BP. F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. |
Filing footnotes · ownership attribution and instrument terms
F1: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A").
F2: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser.
F3: Securities held by VIII-A may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP.
F4: Represents restricted stock units granted to Joshua Lutzker for his service on the Board of Directors of the Issuer. Any securities that have been issued to Mr. Lutzker, and may be issued to Mr. Lutzker in the future, for service as a director are held by each of them for the benefit of funds or entities affiliated with BP.
F5: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date.
F6: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionLLC Units of PHD Group Holdings LLC · Derivative | 590,240 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · derivative · entry 11 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors IV LLC Disclosed balance after: 227,775 Underlying: Class A Common Stock · 590,240 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionLLC Units of PHD Group Holdings LLC · Derivative | 179,210 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · derivative · entry 10 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors III LLC Disclosed balance after: 69,164 Underlying: Class A Common Stock · 179,210 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionLLC Units of PHD Group Holdings LLC · Derivative | 6,521,015 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · derivative · entry 9 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 2,516,498 Underlying: Class A Common Stock · 6,521,015 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F2 · ownership.nature: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | SaleClass A Common Stock | 2,709,535 | $12.23 | $33,137,613.05 |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 7 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 1,045,630 F1 · shares: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F3 · ownership.nature: Securities held by VIII-A may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | SaleClass A Common Stock | 590,240 | $12.23 | $7,218,635.20 |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 6 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors IV LLC Disclosed balance after: 0 F1 · shares: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionClass A Common Stock | 590,240 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors IV LLC Disclosed balance after: 590,240 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | SaleClass A Common Stock | 179,210 | $12.23 | $2,191,738.30 |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors III LLC Disclosed balance after: 0 F1 · shares: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionClass A Common Stock | 179,210 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Investors III LLC Disclosed balance after: 179,210 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | SaleClass A Common Stock | 6,521,015 | $12.23 | $79,752,013.45 |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 2 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 0 F1 · shares: On May 19, 2025, the following funds or entities affiliated with Berkshire Partners LLC ("BP") sold shares of Class A common stock of the Issuer in a block trade pursuant to Rule 144 as follows: 6,521,015 by Berkshire Fund VIII, L.P. ("VIII"); 179,210 by Berkshire Investors III LLC ("BI III"); 590,240 by Berkshire Investors IV LLC ("BI IV"); and 2,709,535 by Berkshire Fund VIII-A, L.P. ("VIII-A"). F2 · ownership.nature: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| May 19, 2025 Filed May 21, 2025 21:05 UTC | Portillo's Inc. PTLO · Entity 5886 | ConversionClass A Common Stock | 6,521,015 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000950170-25-076001 · ownership.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Lutzker Joshua Adam · CIK 0001886815 · Director Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 6,521,015 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments as set forth therein. The LLC Units have no expiration date. F2 · ownership.nature: Securities held by VIII may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. F6 · ownership.nature: Joshua Lutzker is a Managing Director of BP and has a pecuniary interest in certain of the securities held by the other Reporting Persons by virtue of his position at BP and certain affiliated funds and entities. Each of the Reporting Persons, including Mr. Lutzker, disclaims beneficial ownership of any securities reported in this Form 4 except to the extent of their respective pecuniary interests therein. The inclusion of any securities in this Form 4 shall not be deemed an admission of beneficial ownership of the reported securities for purposes of the Act or for any other purpose. Certain of the Reporting Persons may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) under the Act. Read SEC document |
| April 15, 2025 Filed Apr 17, 2025 21:10 UTC | Portillo's Inc. PTLO · Entity 5886 | GrantClass A Common Stock | 17,798 | $0.00 | $0.00 |
DisclosureSEC source: 0000950170-25-055563 · ownership.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See note Disclosed balance after: 64,050 F1 · shares: Represents restricted stock units ("RSUs") granted to Joshua Lutzker on April 15, 2025, for his service on the Issuer's board of directors, which will vest in full on December 31, 2025, subject to Mr. Lutzker's continued service with the Issuer through such vesting date and the terms of the applicable award agreement. F2 · ownership.nature: Any securities issued to Mr. Lutzker or other individuals for service as a director of the Issuer is held for the benefit of funds or entities affiliated with Berkshire Partners LLC ("BP" and such affiliated funds or entities, the "BP Entities"). The Reporting Persons disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, and the inclusion of any securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or for any other purpose. Read SEC document |
| May 02, 2024 Filed May 6, 2024 22:20 UTC | Portillo's Inc. PTLO · Entity 5886 | GrantClass A Common Stock | 18,006 | $0.00 | $0.00 |
DisclosureSEC source: 0000950170-24-053750 · ownership.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See note Disclosed balance after: 46,252 F1 · shares: Represents restricted stock units ("RSUs") granted to Joshua Lutzker on May 2, 2024, for his service on the Issuer's board of directors, which will vest in full on December 31, 2024, subject to Mr. Lutzker's continued service with the Issuer through such vesting date and the terms of the applicable award agreement. F2 · ownership.nature: Any securities issued to Mr. Lutzker or other individuals for service as a director of the Issuer is held by him for the benefit of funds or entities affiliated with Berkshire Partners LLC ("BP" and such affiliated funds or entities, the "BP Entities"). The Reporting Persons disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, and the inclusion of any securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or for any other purpose. Read SEC document |
| March 04, 2024 Filed Mar 6, 2024 21:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 472,191 | $14.37 | $6,785,384.67 |
DisclosureSEC source: 0000950170-24-027207 · ownership.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 818,015 Underlying: Class A common stock · 472,191 shares Expires not disclosed F4 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors IV LLC ("BI IV") to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F4 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F4 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| March 04, 2024 Filed Mar 6, 2024 21:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 143,372 | $14.37 | $2,060,255.64 |
DisclosureSEC source: 0000950170-24-027207 · ownership.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 248,374 Underlying: Class A common stock · 143,372 shares Expires not disclosed F4 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors III LLC ("BI III") to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F4 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F4 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| March 04, 2024 Filed Mar 6, 2024 21:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 5,216,808 | $14.37 | $74,965,530.96 |
DisclosureSEC source: 0000950170-24-027207 · ownership.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 9,037,513 Underlying: Class A common stock · 5,216,808 shares Expires not disclosed F4 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F4 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F4 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · ownership.nature: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| March 04, 2024 Filed Mar 6, 2024 21:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 2,167,629 | $14.37 | $31,148,828.73 |
DisclosureSEC source: 0000950170-24-027207 · ownership.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 3,755,165 F1 · shares: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of February 27, 2024 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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"). F1 · ownership.nature: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of February 27, 2024 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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"). Read SEC document |
| April 05, 2023 Filed Apr 6, 2023 21:28 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 35,153 | $20.80 | $731,182.40 |
DisclosureSEC source: 0000899243-23-010880 · doc4.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 1,290,206 Underlying: Class A common stock · 35,153 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F8 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors IV LLC ("BI IV") to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| April 05, 2023 Filed Apr 6, 2023 21:28 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 10,673 | $20.80 | $221,998.40 |
DisclosureSEC source: 0000899243-23-010880 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 391,746 Underlying: Class A common stock · 10,673 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors III LLC ("BI III") to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| April 05, 2023 Filed Apr 6, 2023 21:28 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 388,377 | $20.80 | $8,078,241.60 |
DisclosureSEC source: 0000899243-23-010880 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 14,254,321 Underlying: Class A common stock · 388,377 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · ownership.nature: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| April 05, 2023 Filed Apr 6, 2023 21:28 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 161,374 | $20.80 | $3,356,579.20 |
DisclosureSEC source: 0000899243-23-010880 · doc4.xml · nonDerivative · entry 2 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 5,922,794 F3 · shares: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of March 3, 2023 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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"). F4 · shares: (Continued from Footnote 3) Each of BPH, BPSP, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F3 · ownership.nature: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of March 3, 2023 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and BP, its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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"). F4 · ownership.nature: (Continued from Footnote 3) Each of BPH, BPSP, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| April 04, 2023 Filed Apr 6, 2023 21:28 UTC | Portillo's Inc. PTLO · Entity 5886 | GrantClass A common stock | 19,951 | $20.80 | $414,980.80 |
DisclosureSEC source: 0000899243-23-010880 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See note Disclosed balance after: 36,479 F1 · shares: Represents 9,615 restricted stock units ("RSUs") granted to Richard Lubin and 10,336 RSUs granted to Joshua Lutzker on April 4, 2023 for their service on the Board of Directors of the Issuer, which will vest in full on December 31, 2023, in each case, subject to the director's continued service with the Issuer through such vesting date and the terms of the directors' applicable award agreements. F2 · balance_after: Includes 19,951 unvested RSUs granted on April 4, 2023 and 8,000 unvested RSUs granted on January 18, 2022 to Richard Lubin and Joshua Lutzker in the aggregate for their service on the Board of Directors of the Issuer. The unvested RSUs are subject to time vesting, subject to the director's continued service with the Issuer through such vesting date, and the terms of the directors' applicable award agreements. Any securities issued to Mr. Lubin or Mr. Lutzker for service as a director of the Issuer are held by each of them for the benefit of funds or entities affiliated with Berkshire Partners LLC ("BP"). The Reporting Persons disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, and the inclusion of any securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. F2 · ownership.nature: Includes 19,951 unvested RSUs granted on April 4, 2023 and 8,000 unvested RSUs granted on January 18, 2022 to Richard Lubin and Joshua Lutzker in the aggregate for their service on the Board of Directors of the Issuer. The unvested RSUs are subject to time vesting, subject to the director's continued service with the Issuer through such vesting date, and the terms of the directors' applicable award agreements. Any securities issued to Mr. Lubin or Mr. Lutzker for service as a director of the Issuer are held by each of them for the benefit of funds or entities affiliated with Berkshire Partners LLC ("BP"). The Reporting Persons disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, and the inclusion of any securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 20:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 453,232 | $21.05 | $9,540,533.60 |
DisclosureSEC source: 0000899243-23-008415 · doc4.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,325,359 Underlying: Class A common stock · 453,232 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F8 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors IV LLC ("BI IV") to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 20:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 137,608 | $21.05 | $2,896,648.40 |
DisclosureSEC source: 0000899243-23-008415 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 402,419 Underlying: Class A common stock · 137,608 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors III LLC ("BI III") to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 20:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 5,007,328 | $21.05 | $105,404,254.40 |
DisclosureSEC source: 0000899243-23-008415 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 14,642,698 Underlying: Class A common stock · 5,007,328 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · ownership.nature: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| March 10, 2023 Filed Mar 14, 2023 20:30 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 2,080,584 | $21.05 | $43,796,293.20 |
DisclosureSEC source: 0000899243-23-008415 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director · 10% owner Berkshire Investors IV LLC · CIK 0001505185 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII-A, L.P Disclosed balance after: 6,084,168 F1 · shares: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of March 3, 2023 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · shares: (Continued footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F1 · ownership.nature: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of March 3, 2023 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · ownership.nature: (Continued footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| November 17, 2022 Filed Nov 21, 2022 11:15 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 453,232 | $22.69 | $10,283,834.08 |
DisclosureSEC source: 0000899243-22-036472 · doc4.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,778,591 Underlying: Class A common stock · 453,232 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F8 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors IV LLC ("BI IV") to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| November 17, 2022 Filed Nov 21, 2022 11:15 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 137,608 | $22.69 | $3,122,325.52 |
DisclosureSEC source: 0000899243-22-036472 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 540,027 Underlying: Class A common stock · 137,608 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Investors III LLC ("BI III") to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. Read SEC document |
| November 17, 2022 Filed Nov 21, 2022 11:15 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 5,007,328 | $22.69 | $113,616,272.32 |
DisclosureSEC source: 0000899243-22-036472 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 19,650,026 Underlying: Class A common stock · 5,007,328 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · shares: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · ownership.nature: Represents LLC Units of PHD Group Holdings sold by Berkshire Fund VIII, L.P. ("VIII") to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| November 17, 2022 Filed Nov 21, 2022 11:15 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 2,080,584 | $22.69 | $47,208,450.96 |
DisclosureSEC source: 0000899243-22-036472 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 8,164,752 F1 · shares: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of November 11, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · shares: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F1 · ownership.nature: Represents shares of Class A common stock of the Issuer sold by Berkshire Fund VIII-A, L.P. ("VIII-A") to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of November 11, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · ownership.nature: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| September 13, 2022 Filed Sep 15, 2022 20:35 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 3,765 | $22.74 | $85,618.36 |
DisclosureSEC source: 0000899243-22-031151 · doc4.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 2,231,823 Underlying: Class A common stock · 3,765 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F8 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors IV LLC ("BI IV") following the sale to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| September 13, 2022 Filed Sep 15, 2022 20:35 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 1,143 | $22.74 | $25,992.51 |
DisclosureSEC source: 0000899243-22-031151 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 677,635 Underlying: Class A common stock · 1,143 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors III LLC ("BI III") following the sale to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| September 13, 2022 Filed Sep 15, 2022 20:35 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 41,597 | $22.74 | $945,940.74 |
DisclosureSEC source: 0000899243-22-031151 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 24,657,354 Underlying: Class A common stock · 41,597 shares Expires not disclosed F5 · derivative.exercise_price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F6 · ownership.nature: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| September 13, 2022 Filed Sep 15, 2022 20:35 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 17,284 | $22.74 | $393,048.53 |
DisclosureSEC source: 0000899243-22-031151 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 10,245,336 F1 · shares: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of August 5, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · shares: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F1 · ownership.nature: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of August 5, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · ownership.nature: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| August 16, 2022 Filed Aug 18, 2022 21:29 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 453,232 | Not disclosed Strike: $22.74 | Not disclosed |
DisclosureSEC source: 0000899243-22-029187 · doc4.xml · derivative · entry 5 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 2,235,587 Underlying: Class A common stock · 453,232 shares Expires not disclosed F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F8 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors IV LLC ("BI IV") following the sale to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| August 16, 2022 Filed Aug 18, 2022 21:29 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 137,608 | Not disclosed Strike: $22.74 | Not disclosed |
DisclosureSEC source: 0000899243-22-029187 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 678,777 Underlying: Class A common stock · 137,608 shares Expires not disclosed F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F7 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors III LLC ("BI III") following the sale to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| August 16, 2022 Filed Aug 18, 2022 21:29 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 5,007,328 | Not disclosed Strike: $22.74 | Not disclosed |
DisclosureSEC source: 0000899243-22-029187 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 24,698,951 Underlying: Class A common stock · 5,007,328 shares Expires not disclosed F5 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F6 · ownership.nature: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| August 16, 2022 Filed Aug 18, 2022 21:29 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 2,080,584 | $22.74 | $47,313,728.51 |
DisclosureSEC source: 0000899243-22-029187 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 10,262,620 F1 · shares: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of August 5, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · shares: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F1 · ownership.nature: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of August 5, 2022 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners LLC ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · ownership.nature: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| January 18, 2022 Filed Jan 21, 2022 01:16 UTC | Portillo's Inc. PTLO · Entity 5886 | GrantClass A common stock | 16,528 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-22-002736 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · See notes Disclosed balance after: 16,528 F1 · shares: Represents 8,131 restricted stock units granted to Richard Lubin and 8,397 restricted stock units granted to Joshua Lutzker on January 18, 2022 for their service on the Board of Directors of the Issuer, 12,000 of which will vest in equal installments on each of October 21, 2022, October 21, 2023 and October 21, 2024, and 4,528 of which will vest in full on December 31, 2022, in each case, subject to the Reporting Person's continued service with the Issuer through such vesting date and the terms of the directors' applicable award agreements. F1 · ownership.nature: Represents 8,131 restricted stock units granted to Richard Lubin and 8,397 restricted stock units granted to Joshua Lutzker on January 18, 2022 for their service on the Board of Directors of the Issuer, 12,000 of which will vest in equal installments on each of October 21, 2022, October 21, 2023 and October 21, 2024, and 4,528 of which will vest in full on December 31, 2022, in each case, subject to the Reporting Person's continued service with the Issuer through such vesting date and the terms of the directors' applicable award agreements. F2 · ownership.nature: Any securities issued to Mr. Lubin or Mr. Lutzker for service as a director of the Issuer are held by each of them for the benefit of funds or entities affiliated with Berkshire Partners LLC. ("BP"). The Reporting Persons disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, and the inclusion of any securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Read SEC document |
| October 25, 2021 Filed Oct 27, 2021 21:42 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 172,259 | Not disclosed Strike: $18.75 | Not disclosed |
DisclosureSEC source: 0000899243-21-041737 · doc4.xml · derivative · entry 4 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 2,688,819 Underlying: Class A common stock · 172,259 shares Expires not disclosed F3 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F6 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors IV LLC ("BI IV") following the sale to the Issuer pursuant to the Purchase Agreement. BI IV 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| October 25, 2021 Filed Oct 27, 2021 21:42 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 52,302 | Not disclosed Strike: $18.75 | Not disclosed |
DisclosureSEC source: 0000899243-21-041737 · doc4.xml · derivative · entry 3 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 816,385 Underlying: Class A common stock · 52,302 shares Expires not disclosed F3 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F5 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Investors III LLC ("BI III") following the sale to the Issuer pursuant to the Purchase Agreement. BI III 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 and disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| October 25, 2021 Filed Oct 27, 2021 21:42 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerLLC Units of PHD Group Holdings LLC · Derivative | 1,903,123 | Not disclosed Strike: $18.75 | Not disclosed |
DisclosureSEC source: 0000899243-21-041737 · doc4.xml · derivative · entry 2 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII, L.P. Disclosed balance after: 29,706,278 Underlying: Class A common stock · 1,903,123 shares Expires not disclosed F3 · price: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.exercise_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F3 · derivative.expiration_date: Pursuant to the Second Amended and Restated Limited Liability Company Agreement of PHD Group Holdings LLC ("PHD Group Holdings"), dated as of October 20, 2021, LLC Units (as defined therein) directly held by certain of the Reporting Persons are exchangeable for shares of Class A common stock on a one-for-one basis, subject to certain exceptions, conditions and adjustments. The LLC Units have no expiration date. Pursuant to the Purchase Agreement, in connection with the purchases of LLC Units by the Issuer as reported herein, an equal number of shares of Class B common stock of the Issuer held by the Reporting Persons were canceled for no consideration. F4 · derivative.underlying_shares: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and Berkshire Partners disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F4 · ownership.nature: Represents LLC Units of PHD Group Holdings held by Berkshire Fund VIII, L.P. ("VIII") following the sale to the Issuer pursuant to the Purchase Agreement. Such securities may be deemed to be beneficially owned by BPH; BPSP; 8BA, its general partner; and BP, its investment adviser. BPH, BPSP, VIII, 8BA and BP 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 Act. Each of BPH, BPSP, VIII, 8BA and Berkshire Partners disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
| October 25, 2021 Filed Oct 27, 2021 21:42 UTC | Portillo's Inc. PTLO · Entity 5886 | Disposition to issuerClass A common stock | 790,763 | $18.75 | $14,826,806.25 |
DisclosureSEC source: 0000899243-21-041737 · doc4.xml · nonDerivative · entry 1 Berkshire Partners LLC · CIK 0001312988 · Director · 10% owner Berkshire Fund VIII-A, L.P. · CIK 0001514454 · Director · 10% owner Berkshire Fund VIII, L.P. · CIK 0001514470 · Director · 10% owner Berkshire Investors III LLC · CIK 0001505184 · Director Berkshire Investors IV LLC · CIK 0001505185 · Director Eighth Berkshire Associates LLC · CIK 0001888111 · Director · 10% owner Berkshire Partners Holdings LLC · CIK 0001597786 · Director · 10% owner BPSP, L.P. · CIK 0001597787 · Director · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Berkshire Fund VIII-A, L.P. Disclosed balance after: 12,343,204 F1 · shares: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of October 12, 2021 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners L.P. ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · shares: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, BP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. F1 · ownership.nature: Represents shares of Class A common stock of the Issuer held by Berkshire Fund VIII-A, L.P. ("VIII-A") following the sale to the Issuer pursuant to the Stock and Unit Purchase Agreement, dated as of October 12, 2021 (the "Purchase Agreement"). Such securities may be deemed to be beneficially owned by Berkshire Partners Holdings LLC ("BPH"); BPSP, L.P. ("BPSP"); Eighth Berkshire Associates LLC ("8BA"), its general partner; and Berkshire Partners L.P. ("BP"), its investment adviser. BPH is the general partner of BPSP, which is the managing member of BP. As the managing member of BP, BPSP may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BP. F2 · ownership.nature: (Continued from Footnote 1) As the general partner of BPSP, BPH may be deemed to beneficially own shares of Class A common stock that are beneficially owned by BPSP. BPH, BPSP, BP, VIII-A, 8BA and BP 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, VIII-A, 8BA and BP disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.