SEC Form SC 13D/A filed by Fiserv Inc. (Amendment)

 

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

 

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

 

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022.  See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022.  See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D.

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022. See Item 5 of this Schedule 13D

.

 

*  The beneficial ownership reported herein does not include shares of Common Stock sold by the Reporting Persons after March 21, 2022, over which the Reporting Persons may be deemed to have voting power through the date of the Issuer’s Annual Meeting of Shareholders on May 18, 2022.

Explanatory Note

This Amendment No. 9 (“Amendment No. 9”) to Schedule 13D relates to the shares of common stock, par value $0.01 per share (the “Common Stock”), of Fiserv, Inc., a Wisconsin corporation (the “Issuer”), and amends the initial statement on Schedule 13D filed by the Reporting Persons on August 7, 2019, as amended by Amendment No. 1 to Schedule 13D filed on September 9, 2019, Amendment No. 2 to Schedule 13D filed on August 21, 2020, Amendment No. 3 to Schedule 13D filed on December 14, 2020, Amendment No. 4 to Schedule 13D filed on May 4, 2021, Amendment No. 5 filed on August 6, 2021, Amendment No. 6 filed on October 15, 2021, Amendment No. 7 filed on December 20, 2021 and Amendment No. 8 filed on March 24, 2022 (as amended, the “Schedule 13D”).  Except as specifically provided herein, this Amendment No. 9 does not modify any of the information previously reported in the Schedule 13D.  Capitalized terms used but not defined in this Amendment No. 9 shall have the same meanings herein as are ascribed to such terms in the Initial Statement.

As previously disclosed in Amendment No. 5 to Schedule 13D, filed on August 6, 2021, New Omaha Holdings L.P. previously entered into a Rule 10b5-1 sales plan (the “10b5-1 Plan”).  This Amendment No. 9 is being filed to update the Reporting Persons’ beneficial ownership of shares of Common Stock as a result of sales pursuant to such Rule 10b5-1 sales plan since the filing of Amendment No. 8 to Schedule 13D.  Further information about the 10b5-1 Plan is set forth in Amendment No. 5 to Schedule 13D.

 

This Amendment No. 9 is being filed by:

 

 

 

 

 

 

 

 

 

 

 

 

 

Item 2 of the Schedule 13D is hereby amended and supplemented as follows:

 

The information set forth in amended and restated Annex A hereto is incorporated by reference in this amended Item 2.

 

Items 5(a), (b) and (c) of the Schedule 13D are hereby amended and restated as follows:

 

The information set forth in Item 2 and Annex A of this Schedule 13D and the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5.

 

(a) and (b). As of 4:30 p.m. Eastern on May 9, 2022, the Reporting Persons may be deemed to beneficially own 36,195,843 shares of Common Stock, which represents approximately 5.6% of the outstanding shares of the Issuer’s Common Stock.

 

The beneficial ownership reported herein does not include an aggregate of 6,714,141 shares of Common Stock sold after March 21, 2022. As such shares of Common Stock were held by New Omaha Holdings L.P. on March 21, 2022, the record date for the Issuer’s annual meeting of shareholders, to be held on May 18, 2022 (the “Annual Meeting”), the Reporting Persons may be deemed to continue to have beneficial ownership over such shares through the date of the Annual Meeting, solely by virtue of the rights to vote such shares of Common Stock at the Annual Meeting.

 

The percentage of beneficial ownership in this Schedule 13D is based on 646,394,065 shares of Common Stock outstanding as of April 22, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q, filed by the Issuer on April 28, 2022.

 

Each of New Omaha Holdings LLC (as the general partner of New Omaha Holdings L.P.), KKR 2006 Fund L.P. (as the sole member of New Omaha Holdings LLC), KKR Associates 2006 L.P. (as the general partner of KKR 2006 Fund L.P.), KKR 2006 GP LLC (as the general partner of KKR Associates 2006 L.P.), KKR Group Partnership L.P. (as the designated member of KKR 2006 GP LLC), KKR Group Holdings Corp. (as the general partner of KKR Group Partnership L.P.), KKR & Co. Inc. (as the sole shareholder of KKR Group Holdings Corp.), KKR Management LLP (as the Series I preferred stockholder of KKR & Co. Inc.), and Messrs. Kravis and Roberts (as the founding partners of KKR Management LLP) may be deemed to be the beneficial owner of the securities beneficially owned directly by New Omaha Holdings L.P., in each case, as described more fully in this Schedule 13D.

 

The filing of this Schedule 13D shall not be construed as an admission that any of the above-listed entities or individuals is the beneficial owner of any securities covered by this Schedule 13D.

 

To the best knowledge of the Reporting Persons, none of the individuals named in Item 2 beneficially owns any shares of Common Stock except as described in the Schedule 13D.

 

(c) Except as set forth on Schedule 1 of this Schedule 13D, which presents information as of 4:30 p.m. Eastern on May 9, 2022, none of the Reporting Persons, or, to the best knowledge of the Reporting Persons, any other individual named in Item 2 has engaged in any transaction in any shares of Common Stock since the filing of Amendment No. 8 to Schedule 13D.

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

Transactions since Amendment No. 8, all of which were open market sales of Common Stock by New Omaha Holdings L.P. pursuant to the 10b5-1 Plan.

Date		Number of Shares Sold		Weighted Avg. Price Per Share		Price Range Per Share
						Low			High
3/23/2022		2,900		$ 100.19		$ 100.000			$ 100.260
3/25/2022		51,183		$ 100.36		$ 100.000			$ 100.550
3/28/2022		79,551		$ 100.59		$ 100.000			$ 100.980
3/29/2022		71,098		$ 102.67		$ 102.000			$ 102.995
3/29/2022		107,782		$ 103.10		$ 103.000			$ 103.480
3/30/2022		138,723		$ 102.08		$ 101.630			$ 102.620
3/30/2022		22,775		$ 102.75		$ 102.630			$ 103.010
3/31/2022		122,030		$ 101.92		$ 101.370			$ 102.360
3/31/2022		4,206		$ 102.48		$ 102.370			$ 102.660
4/1/2022		73,527		$ 102.51		$ 101.940			$ 102.930
4/1/2022		22,632		$ 102.99		$ 102.940			$ 103.070
4/4/2022		86,676		$ 103.21		$ 102.800			$ 103.790
4/4/2022		4,839		$ 103.83		$ 103.810			$ 103.890
4/5/2022		80,599		$ 103.44		$ 103.070			$ 104.055
4/5/2022		12,902		$ 104.32		$ 104.070			$ 104.720
4/6/2022		66,338		$ 102.57		$ 101.770			$ 102.760
4/6/2022		52,087		$ 103.13		$ 102.770			$ 103.600
4/7/2022		68,158		$ 100.64		$ 100.000			$ 100.980
4/7/2022		19,182		$ 101.33		$ 101.000			$ 101.940
4/7/2022		300		$ 102.20		$ 102.100			$ 102.410
4/8/2022		23,389		$   99.38		$   99.080			$ 100.080
4/8/2022		163,677		$ 100.63		$ 100.090			$ 101.090
4/8/2022		68,172		$ 101.47		$ 101.100			$ 101.910
4/11/2022		61,890		$ 100.63		$   99.950			$ 100.950
4/11/2022		123,010		$ 101.44		$ 100.955			$ 101.950
4/11/2022		4,163		$ 101.98		$ 101.960			$ 102.030
4/12/2022		119,126		$   99.51		$   98.910			$   99.910
4/12/2022		46,301		$ 100.07		$   99.920			$ 100.530
4/13/2022		126,126		$   98.83		$   98.240			$   99.240
4/13/2022		8,027		$   99.26		$   99.250			$   99.320
4/14/2022		105,073		$   99.85		$   99.200			$ 100.200
4/14/2022		53,486		$ 100.34		$ 100.205			$ 100.640
4/18/2022		143,093		$   99.77		$   99.090			$ 100.090
4/18/2022		23,709		$ 100.26		$ 100.100			$ 100.770
4/19/2022		7,700		$ 100.27		$   99.720			$ 100.710
4/19/2022		29,262		$ 101.48		$ 100.760			$ 101.730
4/19/2022		132,372		$ 102.35		$ 101.780			$ 102.780
4/19/2022		100		$ 102.79		$ 102.790			$ 102.790
4/20/2022		185,852		$ 101.69		$ 101.290			$ 102.290
4/20/2022		68,554		$ 103.04		$ 102.330			$ 103.330
4/20/2022		40,594		$ 103.49		$ 103.340			$ 104.030

4/21/2022		171,415		$ 101.42		$ 101.010			$ 101.990
4/21/2022		53,585		$ 102.40		$ 102.020			$ 102.940
4/22/2022		80,177		$   97.77		$   97.340			$   98.340
4/22/2022		53,406		$   98.94		$   98.350			$   99.350
4/22/2022		36,017		$   99.68		$   99.360			$ 100.330
4/22/2022		6,450		$ 100.84		$ 100.480			$ 101.040
4/25/2022		54,357		$   95.84		$   95.310			$   96.300
4/25/2022		69,786		$   96.81		$   96.320			$   97.300
4/25/2022		109,197		$   97.87		$   97.330			$   98.260
4/26/2022		232,078		$   96.34		$   96.020			$   97.020
4/26/2022		17,922		$   97.24		$   97.030			$   97.640
4/27/2022		17,551		$   96.29		$   95.770			$   96.760
4/27/2022		74,819		$   97.33		$   96.850			$   97.850
4/27/2022		41,472		$   98.42		$   97.860			$   98.840
4/27/2022		16,639		$   99.27		$   98.880			$   99.730
4/27/2022		275,559		$ 100.70		$   99.930			$ 100.930
4/27/2022		93,231		$ 101.31		$ 100.940			$ 101.870
4/28/2022		111,598		$ 102.43		$ 101.880			$ 102.880
4/28/2022		30,245		$ 103.48		$ 102.890			$ 103.880
4/28/2022		283,123		$ 104.63		$ 103.910			$ 104.910
4/28/2022		52,170		$ 105.02		$ 104.920			$ 105.220
4/29/2022		99,712		$   98.18		$   97.920			$   98.910
4/29/2022		35,018		$   99.23		$   98.930			$   99.810
4/29/2022		61,824		$ 100.61		$ 100.030			$ 101.020
4/29/2022		67,986		$ 101.57		$ 101.040			$ 101.990
4/29/2022		18,788		$ 102.53		$ 102.050			$ 103.040
4/29/2022		12,172		$ 103.57		$ 103.080			$ 104.065
4/29/2022		4,500		$ 104.16		$ 104.120			$ 104.160
5/2/2022		130,968		$   95.19		$   94.660			$   95.660
5/2/2022		72,069		$   96.13		$   95.670			$   96.670
5/2/2022		126,927		$   97.08		$   96.680			$   97.610
5/2/2022		900		$   97.83		$   97.750			$   98.030
5/3/2022		17,766		$   98.09		$   97.410			$   98.310
5/3/2022		113,093		$   99.20		$   98.430			$   99.430
5/3/2022		207,536		$   99.62		$   99.440			$ 100.440
5/3/2022		2,080		$ 100.52		$ 100.460			$ 100.620
5/4/2022		74,887		$   99.20		$   98.590			$   99.590
5/4/2022		56,754		$ 100.01		$   99.600			$ 100.600
5/4/2022		18,101		$ 101.19		$ 100.610			$ 101.610
5/4/2022		120,748		$ 102.35		$ 101.620			$ 102.620
5/4/2022		5,342		$ 102.65		$ 102.640			$ 102.710
5/5/2022		197,765		$   99.30		$   98.680			$   99.670
5/5/2022		27,397		$ 100.26		$   99.690			$ 100.660
5/5/2022		51,585		$ 101.24		$ 100.700			$ 101.610
5/5/2022		3,100		$ 101.74		$ 101.740			$ 101.770
5/6/2022		166,166		$   95.48		$   94.860			$   95.860
5/6/2022		80,576		$   96.15		$   95.865			$   96.840
5/6/2022		4,845		$   97.50		$   97.010			$   97.990
5/6/2022		3,085		$   98.57		$   98.005			$   98.700
5/9/2022		221,041		$   93.84		$   93.390			$   94.390
5/9/2022		86,784		$   94.90		$   94.400			$   95.400
5/9/2022		50		$   95.41		$   95.410			$   95.410

The Reporting Persons undertake to provide, upon request of the staff of the Securities and Exchange Commission, full information regarding the number of shares of Common Stock sold at each separate price within the price ranges set forth on the table above.

 

 

 

Mr. Scott Nuttall and a trust for the benefit of Mr. Nuttall’s family directly hold 22,725 and 7,575 shares of Common Stock, respectively, received in the merger of a subsidiary of the Issuer with and into First Data Corporation as merger consideration for the 75,000 and 25,000 shares of Class A common stock of First Data Corporation owned prior to the merger, respectively.  Mr. Nuttall, as a member of the board of directors of the Issuer, participates in the Issuer’s non-employee director compensation arrangements.  Pursuant to such arrangements, as of the date hereof, Mr. Nuttall (i) has been allocated a total of 1,867 deferred compensation notional shares allocated under the Fiserv, Inc. Non-Employee Director Deferred Compensation Plan, pursuant to which, following cessation of Mr. Nuttall’s service to the Issuer, each notional unit will be settled in shares of Common Stock on a one-for-one basis, (ii) holds 1,934 shares of common stock received upon vesting of previously awarded restricted stock units and (iii) has been awarded 1,699 restricted stock units on May 19, 2021, each representing a contingent right to receive one share of Common Stock, which vest on the earlier of the first anniversary of the grant date or immediately prior to the first annual meeting of shareholders after the grant date.

 

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