Starboard Value LP Discloses Stake in Alight, Inc.

TL;DR

**Activist investor Starboard Value LP just revealed a stake in Alight, Inc., get ready for potential shake-ups!**

AI Summary

Starboard Value LP filed an SC 13D on February 21, 2024, regarding its ownership in Alight, Inc. / Delaware. The filing indicates Starboard Value LP, an activist investor, has taken a position in Alight, Inc., whose Class A Common Stock has a CUSIP number of 01626W101. The contact for Starboard Value LP is Jeffrey C. Smith at 777 Third Avenue, 18th Floor, New York, New York.

Why It Matters

This filing signals that an activist investor, Starboard Value LP, has acquired a significant stake in Alight, Inc., potentially leading to demands for operational changes or strategic shifts.

Risk Assessment

Risk Level: medium — Activist investor involvement can lead to volatility as the market reacts to potential changes, but also offers potential for value creation.

Key Numbers

• 0001809104 — Alight, Inc. CIK (Central Index Key for Alight, Inc.)
• 0001517137 — Starboard Value LP CIK (Central Index Key for Starboard Value LP)
• 20240221 — Filing Date (Date SC 13D was filed)
• 005-91522 — SEC File Number (SEC file number for Alight, Inc.)
• $0.0001 — Par Value (Par value per share of Alight, Inc. Class A Common Stock)

Key Players & Entities

• Starboard Value LP (company) — filer of SC 13D
• Alight, Inc. / Delaware (company) — subject company of SC 13D
• Jeffrey C. Smith (person) — contact for Starboard Value LP
• 777 Third Avenue, 18th Floor, New York, New York 10017 (company) — business address of Starboard Value LP
• 01626W101 (other) — CUSIP number for Alight, Inc. Class A Common Stock

FAQ

Key Financial Figures

• $0.0001 — ssuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $122,003,641 — by Starboard V&O Fund is approximately $122,003,641, excluding brokerage commissions. The a
• $75,551,725 — by Starboard V&O Fund is approximately $75,551,725, excluding brokerage commissions. The a
• $25,214,737 — ned by Starboard S LLC is approximately $25,214,737, excluding brokerage commissions. The a
• $19,562,709 — wned by Starboard C LP is approximately $19,562,709, excluding brokerage commissions. The a
• $10,983,256 — by Starboard L Master is approximately $10,983,256, excluding brokerage commissions. The a
• $64,003,922 — by Starboard X Master is approximately $64,003,922, excluding brokerage commissions. The a
• $38,866,102 — board Value LP Account is approximately $38,866,102, excluding brokerage commissions. The
• $24,979 — ares beneficially owned by Mr. Levin is $24,979, excluding brokerage commissions. Item

Filing Documents

• sc13d06297352_02212024.htm (SC 13D) — 1028KB
• ex991to13d06297352_02212024.htm (EX-99.1) — 23KB
• ex992to13d06297352_02212024.htm (EX-99.2) — 12KB
• ex993to13d06297352_02212024.htm (EX-99.3) — 8KB
• ex994to13d06297352_02212024.htm (EX-99.4) — 30KB
• 0000921895-24-000526.txt ( ) — 1103KB

Security and Issuer

Item 1. Security and Issuer . This statement relates to the Class A Common Stock, par value $0.0001 per share (the “Shares”), of Alight, Inc., a Delaware corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 4 Overlook Point, Lincolnshire, Illinois 60069.

Identity and Background

Item 2. Identity and Background . (a) This (i) Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company (“Starboard V&O Fund”), with respect to the Shares directly and beneficially owned by it; (ii) Starboard Value and Opportunity S LLC, a Delaware limited liability company (“Starboard S LLC”), with respect to the Shares directly and beneficially owned by it; (iii) Starboard Value and Opportunity C LP, a Delaware limited partnership (“Starboard C LP”), with respect to the Shares directly and beneficially owned by it; (iv) Starboard Value R LP (“Starboard R LP”), as the general partner of Starboard C LP; (v) Starboard Value and Opportunity Master Fund L LP, a Cayman Islands exempted limited partnership (“Starboard L Master”), with respect to the Shares directly and beneficially owned by it; (vi) Starboard Value L LP (“Starboard L GP”), as the general partner of Starboard L Master; (vii) Starboard Value R GP LLC (“Starboard R GP”), as the general partner of Starboard R LP and Starboard L GP; (viii) Starboard X Master Fund Ltd, a Cayman Islands exempted company (“Starboard X Master”), with respect to the Shares directly and beneficially owned by it; (ix) Starboard Value LP, as the investment manager of Starboard V&O Fund, Starboard C LP, Starboard L Master, Starboard X Master and of a certain managed account (the “Starboard Value LP Account”) and the manager of Starboard S LLC; (x) Starboard Value GP LLC (“Starboard Value GP”), as the general partner of Starboard Value LP; (xi) Starboard Principal Co LP (“Principal Co”), as a member of Starboard Value GP; 20 CUSIP No. 01626W101 (xii) Starboard Principal Co GP LLC (“Principal GP”), as the general partner of Principal Co; (xiii) Jeffrey C. Smith, as a member of Principal GP and as a member of each of t

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration . The Shares purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and held in the Starboard Value LP Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule B, which is incorporated by reference herein. The aggregate purchase price of the 13,223,148 Shares beneficially owned by Starboard V&O Fund is approximately $122,003,641, excluding brokerage commissions. The aggregate purchase price of the entered into over-the-counter forward purchase contracts for the purchase of 8,967,289 Shares by Starboard V&O Fund is approximately $75,551,725, excluding brokerage commissions. The aggregate purchase price of the 2,821,540 Shares beneficially owned by Starboard S LLC is approximately $25,214,737, excluding brokerage commissions. The aggregate purchase price of the 2,189,383 Shares beneficially owned by Starboard C LP is approximately $19,562,709, excluding brokerage commissions. The aggregate purchase price of the 1,228,759 Shares beneficially owned by Starboard L Master is approximately $10,983,256, excluding brokerage commissions. The aggregate purchase price of the 7,157,058 Shares beneficially owned by Starboard X Master is approximately $64,003,922, excluding brokerage commissions. The aggregate purchase price of the 4,219,823 Shares held in the Starboard Value LP Account is approximately $38,866,102, excluding brokerage commissions. The Shares beneficially owned by Mr. Levin are held in the Matthew Carl Levin Trust, of which he is the sole trustee, and were purchased in the open market with personal funds. The aggregate purchase price of the 2,635 Shares beneficially owned by Mr. Levin is $24,979, excluding brokerage commissions.

Purpose of Transaction

Item 4. Purpose of Transaction . The Reporting Persons purchased the Shares based on the Reporting Persons’ belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. 22 CUSIP No. 01626W101 On February 16, 2024, Starboard V&O Fund (together with its affiliates, “Starboard”) delivered a letter to the Issuer (the “Nomination Letter”) nominating a slate of highly qualified director candidates, including Keith D. Dorsey, Matthew C. Levin, Gavin T. Molinelli and Coretha Rushing (collectively, the “Nominees”), for election to the Board at the Issuer’s 2024 annual meeting of stockholders (the “Annual Meeting”). As evidenced by their detailed biographies below, the Nominees have backgrounds spanning human capital management, management consulting, corporate strategy, finance, private equity, restructuring, strategic transformation and public company governance. Starboard carefully selected this highly qualified slate of Nominees who collectively have substantial and highly successful experience in the human capital management sector, including decades of experience as senior executives and directors of well-performing human capital management and consulting companies. Starboard expects that three of the Issuer’s current Board members will be standing for election at the Annual Meeting, and if that remains the case, Starboard has indicated that it would withdraw one of

View Full Filing

View this SC 13D filing on SEC EDGAR