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Avantor, Inc. Director's Dealing 2020

Nov 13, 2020

30731_dirs_2020-11-12_8ec2bed4-9a01-4131-8255-3e908878c4a4.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: Avantor, Inc. (AVTR)
CIK: 0001722482
Period of Report: 2020-06-11

Reporting Person: GOLDMAN SACHS & CO. LLC (10% Owner)
Reporting Person: StoneBridge 2017, L.P. (10% Owner)
Reporting Person: StoneBridge 2017 Offshore, L.P. (10% Owner)
Reporting Person: VWR Partners, L.P. (10% Owner)
Reporting Person: Broad Street Principal Investments, L.L.C. (10% Owner)
Reporting Person: Bridge Street Opportunity Advisors, L.L.C. (10% Owner)
Reporting Person: GOLDMAN SACHS GROUP INC (10% Owner)
Reporting Person: StoneBridge 2018, L.P. (10% Owner)
Reporting Person: StoneBridge 2018 Offshore, L.P. (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2020-06-11 Common Stock, par value $0.01 per share P 2055 $16.92 Acquired 58883032 Indirect
2020-06-11 Common Stock, par value $0.01 per share S 2055 $16.92 Disposed 58880977 Indirect
2020-06-12 Common Stock, par value $0.01 per share S 300 $16.98 Disposed 58880801 Indirect
2020-06-12 Common Stock, par value $0.01 per share P 300 $16.98 Acquired 58881101 Indirect
2020-06-18 Common Stock, par value $0.01 per share S 6798 $17.51 Disposed 58874663 Indirect
2020-06-18 Common Stock, par value $0.01 per share P 6798 $17.51 Acquired 58881461 Indirect
2020-06-19 Common Stock, par value $0.01 per share P 2 $17.95 Acquired 58881469 Indirect
2020-06-19 Common Stock, par value $0.01 per share S 2 $17.95 Disposed 58881467 Indirect
2020-06-22 Common Stock, par value $0.01 per share P 29 $17.38 Acquired 58881462 Indirect
2020-06-22 Common Stock, par value $0.01 per share S 29 $17.38 Disposed 58881433 Indirect
2020-06-23 Common Stock, par value $0.01 per share P 300 $17.75 Acquired 58881711 Indirect
2020-06-23 Common Stock, par value $0.01 per share S 300 $17.75 Disposed 58881411 Indirect
2020-06-25 Common Stock, par value $0.01 per share S 151 $16.84 Disposed 58881738 Indirect
2020-06-25 Common Stock, par value $0.01 per share P 151 $16.84 Acquired 58881889 Indirect
2020-06-26 Common Stock, par value $0.01 per share P 20 $16.82 Acquired 58881228 Indirect
2020-06-26 Common Stock, par value $0.01 per share S 20 $16.82 Disposed 58881208 Indirect
2020-06-30 Common Stock, par value $0.01 per share P 1910 $17.10 Acquired 58885252 Indirect
2020-06-30 Common Stock, par value $0.01 per share S 400 $17.00 Disposed 58884852 Indirect
2020-06-30 Common Stock, par value $0.01 per share P 584 $17.10 Acquired 58885436 Indirect
2020-06-30 Common Stock, par value $0.01 per share P 400 $17.00 Acquired 58885836 Indirect
2020-06-30 Common Stock, par value $0.01 per share S 3653 $17.10 Disposed 58882183 Indirect
2020-06-30 Common Stock, par value $0.01 per share P 1103 $17.10 Acquired 58883286 Indirect
2020-06-30 Common Stock, par value $0.01 per share P 56 $17.16 Acquired 58883342 Indirect
2020-07-01 Common Stock, par value $0.01 per share P 646 $16.99 Acquired 58885713 Indirect
2020-07-01 Common Stock, par value $0.01 per share S 10000 $17.00 Disposed 58875713 Indirect
2020-07-01 Common Stock, par value $0.01 per share P 436 $16.99 Acquired 58876149 Indirect
2020-07-01 Common Stock, par value $0.01 per share P 347 $16.99 Acquired 58876496 Indirect
2020-07-01 Common Stock, par value $0.01 per share S 2006 $16.99 Disposed 58874490 Indirect
2020-07-01 Common Stock, par value $0.01 per share S 13404 $17.09 Disposed 58861086 Indirect
2020-07-01 Common Stock, par value $0.01 per share P 62 $16.99 Acquired 58861148 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2020-06-18 6.250% Series A Mandatory Convertible Preferred Stock $17.18 P 630 Acquired Common Stock (1914.885) Indirect
2020-06-18 6.250% Series A Mandatory Convertible Preferred Stock $17.18 S 630 Disposed Common Stock (1914.885) Indirect

Footnotes

F1: Without conceding riskless principal trades in connection with client trade facilitation in the ordinary course of business can result in liability under Section 16(b), the amount of profit potentially recoverable by Avantor, Inc (the "Issuer") from the reported transactions has been remitted to the Issuer.

F2: These transactions in the Issuer's common stock (the "Common Stock") have not previously been reported on Form 4 and were effected by Goldman Sachs & Co. LLC ("Goldman Sachs") acting as agent on behalf of certain international affiliates that had entered into riskless principal trades in connection with client trade facilitation in the ordinary course of their business.

F3: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs, Broad Street Principal Investments, L.L.C. ("BSPI"), StoneBridge 2017, L.P. ("StoneBridge 2017"), StoneBridge 2017 Offshore, L.P. ("StoneBridge 2017 Offshore"), VWR Partners, L.P. ("VWR"), StoneBridge 2018, L.P. ("StoneBridge 2018"), StoneBridge 2018 Offshore, L.P. ("StoneBridge 2018 Offshore" and, together with StoneBridge 2017, StoneBridge 2017 Offshore, VWR and StoneBridge 2018, the "GS Funds") and Bridge Street Opportunity Advisors, L.L.C. ("Bridge Street"). GS Group, Goldman Sachs, BSPI, the GS Funds and Bridge Street are defined collectively as the "Reporting Persons".

F4: Bridge Street is the sole general partner of each of the GS Funds and may be deemed to beneficially own shares of Common Stock by reason of direct beneficial ownership of such shares by the GS Funds.

F5: Goldman Sachs and GS Group may be deemed to beneficially own indirectly shares of Common Stock by reason of direct beneficial ownership of such shares by the GS Funds and BSPI. Bridge Street, the sole general partner of each of the GS Funds, is an indirect wholly-owned subsidiary of GS Group. Goldman Sachs is the manager of BSPI and Bridge Street, and the investment manager of each of the GS Funds. Goldman Sachs is a direct subsidiary of GS Group.

F6: Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.

F7: The Reporting Persons are currently analyzing additional trading activity in the Issuer's equity securities and, if necessary, will file another Form 4 as promptly as reasonably practicable once that analysis is complete.

F8: The Series A Mandatory Convertible Preferred Stock (the "Preferred Stock") is convertible into shares of the Issuer's Common Stock. At any time prior to May 15, 2022, holders of the Preferred Stock may elect to convert each share of the Preferred Stock into shares of Common Stock at the minimum conversion rate of 3.0395 shares of Common Stock per share of Preferred Stock.