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Berkshire Partners Holdings LLC

Disclosed activity across 3 companies

Tapewire entity
79479
SEC CIK
0001597786

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Portillo's Inc.PTLO · Entity 5886Director · 10% ownerMay 19, 2025May 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.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectBy 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 rows

Row 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-derivativeIndirectBy Berkshire Investors III LLC0 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 rows

Row 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-derivativeIndirectBy Berkshire Investors IV LLC0 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 rows

Row 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-derivativeIndirectBy 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 row

Row 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 securityIndirectBy 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 row

Row 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 securityIndirectBy Berkshire Investors III LLC69,164 Reported balance After 2025-05-19 transaction · row 10 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 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 securityIndirectBy Berkshire Investors IV LLC227,775 Reported balance After 2025-05-19 transaction · row 11 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 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-derivativeIndirectSee note64,050 Reported balance Holding disclosure · report date 2025-05-19 · row 8 Holding and transaction disclosures are not merged.
1 source row

Row 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.

Past disclosures · reporting ended (2)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2021-12-16. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnote6,367,265 Reported balance After 2021-12-14 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-12-14 · Sale · Disposed 729,770 · Balance 6,367,265

F1: Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 2,718,554 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 1,113,650 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 2,256,521 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 6,154 shares of the Issuer's common stock, and SP holds 272,386 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF.

F2: (Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA 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, BP, SP, 9BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.

Common StockSEC Table I · non-derivativeDirect63,995 Reported balance After 2021-12-14 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2021-12-14 · Sale · Disposed 10,114 · Balance 63,995

F3: Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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.

Common StockSEC Table I · non-derivativeDirect62,107 Reported balance After 2021-12-14 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2021-12-14 · Sale · Disposed 10,116 · Balance 62,107

F4: Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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.

Filing footnotes · ownership attribution and instrument terms

F1: Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 2,718,554 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 1,113,650 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 2,256,521 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 6,154 shares of the Issuer's common stock, and SP holds 272,386 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF.

F2: (Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA 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, BP, SP, 9BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.

F3: Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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.

F4: Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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.

Section 16 reporting ended · disclosed 2018-08-01. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy Berkshire Fund VI, Limited Partnership4,810,454 Reported balance After 2018-07-30 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2018-07-30 · Sale · Disposed 2,633,406 · Balance 4,810,454

F1: In connection with the secondary offering (the "Secondary Offering") of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by certain selling shareholders to Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, Jefferies LLC, KKR Capital Markets LLC, Morgan Stanley & Co. LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Barclays Capital Inc., Guggenheim Securities, LLC, Mizuho Securities USA LLC and Macquarie Capital (USA) Inc. pursuant to an underwriting agreement and final prospectus supplement, each dated July 25, 2018, Fund VI (as defined below), Berkshire Investors (as defined below) and Berkshire Investors III (as defined below), as selling shareholders, sold 2,633,406, 34,215 and 13,936 shares of Common Stock, respectively, at $38.2594 per share. The Secondary Offering closed on July 30, 2018.

F2: Represents shares held by Berkshire Fund VI, Limited Partnership ("Fund VI"). Sixth Berkshire Associates LLC ("6BA") is the general partner of Fund VI, and Berkshire Partners LLC ("Berkshire Partners") is the investment adviser to Fund VI. Berkshire Partners Holdings LLC ("BPH") is the general partner of BPSP, L.P. ("BPSP"), which is the managing member of Berkshire Partners. As a result, each of BPH, BPSP, Berkshire Partners and 6BA may be deemed to indirectly beneficially own the shares held by Fund VI. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Fund VI, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F3: BPH, BPSP, Berkshire Partners, Fund VI, 6BA, Berkshire Investors LLC ("Berkshire Investors") and Berkshire Investors III LLC ("Berkshire Investors III") may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act although they do not admit to being part of a group nor have they agreed to act as part of a group.

Common StockSEC Table I · non-derivativeDirect62,499 Reported balance After 2018-07-30 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2018-07-30 · Sale · Disposed 34,215 · Balance 62,499

F1: In connection with the secondary offering (the "Secondary Offering") of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by certain selling shareholders to Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, Jefferies LLC, KKR Capital Markets LLC, Morgan Stanley & Co. LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Barclays Capital Inc., Guggenheim Securities, LLC, Mizuho Securities USA LLC and Macquarie Capital (USA) Inc. pursuant to an underwriting agreement and final prospectus supplement, each dated July 25, 2018, Fund VI (as defined below), Berkshire Investors (as defined below) and Berkshire Investors III (as defined below), as selling shareholders, sold 2,633,406, 34,215 and 13,936 shares of Common Stock, respectively, at $38.2594 per share. The Secondary Offering closed on July 30, 2018.

F3: BPH, BPSP, Berkshire Partners, Fund VI, 6BA, Berkshire Investors LLC ("Berkshire Investors") and Berkshire Investors III LLC ("Berkshire Investors III") may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act although they do not admit to being part of a group nor have they agreed to act as part of a group.

F4: Represents shares held by Berkshire Investors.

Common StockSEC Table I · non-derivativeDirect25,458 Reported balance After 2018-07-30 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2018-07-30 · Sale · Disposed 13,936 · Balance 25,458

F1: In connection with the secondary offering (the "Secondary Offering") of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by certain selling shareholders to Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, Jefferies LLC, KKR Capital Markets LLC, Morgan Stanley & Co. LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Barclays Capital Inc., Guggenheim Securities, LLC, Mizuho Securities USA LLC and Macquarie Capital (USA) Inc. pursuant to an underwriting agreement and final prospectus supplement, each dated July 25, 2018, Fund VI (as defined below), Berkshire Investors (as defined below) and Berkshire Investors III (as defined below), as selling shareholders, sold 2,633,406, 34,215 and 13,936 shares of Common Stock, respectively, at $38.2594 per share. The Secondary Offering closed on July 30, 2018.

F3: BPH, BPSP, Berkshire Partners, Fund VI, 6BA, Berkshire Investors LLC ("Berkshire Investors") and Berkshire Investors III LLC ("Berkshire Investors III") may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act although they do not admit to being part of a group nor have they agreed to act as part of a group.

F5: Represents shares held by Berkshire Investors III.

Filing footnotes · ownership attribution and instrument terms

F1: In connection with the secondary offering (the "Secondary Offering") of common stock, par value $0.01 per share (the "Common Stock") of the Issuer by certain selling shareholders to Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, Jefferies LLC, KKR Capital Markets LLC, Morgan Stanley & Co. LLC, UBS Securities LLC, Wells Fargo Securities, LLC, Barclays Capital Inc., Guggenheim Securities, LLC, Mizuho Securities USA LLC and Macquarie Capital (USA) Inc. pursuant to an underwriting agreement and final prospectus supplement, each dated July 25, 2018, Fund VI (as defined below), Berkshire Investors (as defined below) and Berkshire Investors III (as defined below), as selling shareholders, sold 2,633,406, 34,215 and 13,936 shares of Common Stock, respectively, at $38.2594 per share. The Secondary Offering closed on July 30, 2018.

F2: Represents shares held by Berkshire Fund VI, Limited Partnership ("Fund VI"). Sixth Berkshire Associates LLC ("6BA") is the general partner of Fund VI, and Berkshire Partners LLC ("Berkshire Partners") is the investment adviser to Fund VI. Berkshire Partners Holdings LLC ("BPH") is the general partner of BPSP, L.P. ("BPSP"), which is the managing member of Berkshire Partners. As a result, each of BPH, BPSP, Berkshire Partners and 6BA may be deemed to indirectly beneficially own the shares held by Fund VI. Each of the Reporting Persons disclaims beneficial ownership of the shares held by Fund VI, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F3: BPH, BPSP, Berkshire Partners, Fund VI, 6BA, Berkshire Investors LLC ("Berkshire Investors") and Berkshire Investors III LLC ("Berkshire Investors III") may be deemed to constitute a "group" for purposes of Section 13(d) of the Exchange Act although they do not admit to being part of a group nor have they agreed to act as part of a group.

F4: Represents shares held by Berkshire Investors.

F5: Represents shares held by Berkshire Investors III.

Transaction history

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Purchases/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 dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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").

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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.

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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
Disclosure

SEC 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
Disclosure

SEC 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.

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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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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December 14, 2021 Filed Dec 16, 2021 16:51 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 10,116 $125.25 $1,267,029.00
Disclosure

SEC source: 0000919574-21-007453 · ownership.xml · nonDerivative · entry 3

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 62,107

F4 · ownership.direct: Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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.

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December 14, 2021 Filed Dec 16, 2021 16:51 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 10,114 $125.25 $1,266,778.50
Disclosure

SEC source: 0000919574-21-007453 · ownership.xml · nonDerivative · entry 2

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 63,995

F3 · ownership.direct: Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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.

Read SEC document
December 14, 2021 Filed Dec 16, 2021 16:51 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 729,770 $125.25 $91,403,692.50
Disclosure

SEC source: 0000919574-21-007453 · ownership.xml · nonDerivative · entry 1

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 6,367,265

F1 · ownership.nature: Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 2,718,554 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 1,113,650 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 2,256,521 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 6,154 shares of the Issuer's common stock, and SP holds 272,386 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF.

F2 · ownership.nature: (Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA 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, BP, SP, 9BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.

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November 11, 2021 Filed Nov 15, 2021 11:46 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 9,960 $126.79 $1,262,828.40
Disclosure

SEC source: 0000919574-21-007037 · ownership.xml · nonDerivative · entry 3

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 72,223

F4 · ownership.direct: Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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.

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November 11, 2021 Filed Nov 15, 2021 11:46 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 9,958 $126.79 $1,262,574.82
Disclosure

SEC source: 0000919574-21-007037 · ownership.xml · nonDerivative · entry 2

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 74,109

F3 · ownership.direct: Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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.

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November 11, 2021 Filed Nov 15, 2021 11:46 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 620,082 $126.79 $78,620,196.78
Disclosure

SEC source: 0000919574-21-007037 · ownership.xml · nonDerivative · entry 1

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 7,097,035

F1 · ownership.nature: Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 3,165,311 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 1,296,663 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 2,346,506 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 6,364 shares of the Issuer's common stock, and SP holds 282,191 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF.

F2 · ownership.nature: (Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA 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, BP, SP, 9BA and SA 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 172,259 Not disclosed Strike: $18.75 Not disclosed
Disclosure

SEC 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.

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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
Disclosure

SEC 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
Disclosure

SEC 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.

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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
Disclosure

SEC 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.

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September 14, 2021 Filed Sep 16, 2021 16:11 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 15,085 $109.75 $1,655,578.75
Disclosure

SEC source: 0000919574-21-005875 · ownership.xml · nonDerivative · entry 3

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 82,183

F4 · ownership.direct: Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC 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.

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September 14, 2021 Filed Sep 16, 2021 16:11 UTC ADVANCED DRAINAGE SYSTEMS, INC. WMS · Entity 2328 SaleCommon Stock 15,082 $109.75 $1,655,249.50
Disclosure

SEC source: 0000919574-21-005875 · ownership.xml · nonDerivative · entry 2

Berkshire Partners Holdings LLC · CIK 0001597786 · 10% owner

BPSP, L.P. · CIK 0001597787 · 10% owner

Berkshire Partners LLC · CIK 0001312988 · 10% owner

Stockbridge Partners LLC · CIK 0001505183 · 10% owner

Berkshire Fund IX, L.P. · CIK 0001658315 · 10% owner

Berkshire Fund IX-A, L.P. · CIK 0001658319 · 10% owner

Stockbridge Fund, L.P. · CIK 0001501625 · 10% owner

Stockbridge Absolute Return Fund, L.P. · CIK 0001505182 · 10% owner

Berkshire Investors III LLC · CIK 0001505184 · 10% owner

Berkshire Investors IV LLC · CIK 0001505185 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 84,067

F3 · ownership.direct: Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC 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.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.