Goldman Sachs Amends Mirion Technologies Stake Filing

TL;DR

GSAM updated its 13D filing for MIRN. Ownership details to follow.

AI Summary

Goldman Sachs Group Inc. filed an amendment (No. 7) to its Schedule 13D on November 6, 2024, regarding its holdings in Mirion Technologies, Inc. The filing indicates a change in the beneficial ownership of Mirion's Class A Common Stock. Specific details on the percentage change or new ownership stake are not immediately clear from this excerpt, but it signifies an update to Goldman Sachs's reporting requirements.

Why It Matters

This filing updates the market on significant changes in beneficial ownership for Mirion Technologies, Inc., potentially impacting its stock price and investor sentiment.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often signal shifts in major shareholder positions, which can introduce volatility.

Key Players & Entities

• Goldman Sachs Group Inc. (company) — Filing party
• Mirion Technologies, Inc. (company) — Subject company
• Philip Grovit (person) — Contact person for GSAM Holdings LLC
• GSAM Holdings LLC (company) — Affiliated entity of Goldman Sachs

FAQ

Key Financial Figures

• $0.0001 — ssuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securiti
• $400,000,000 — a civil money penalty in the amount of $400,000,000 and disgorgement of $606,300,000. On S
• $606,300,000 — unt of $400,000,000 and disgorgement of $606,300,000. On September 27, 2022, the SEC entere
• $125,000,000 — civil monetary penalty in the amount of $125,000,000 to the SEC in connection with these cha
• $75,000,000 — reed to pay a civil monetary penalty of $75,000,000 to the CFTC. On September 22, 2023, Go
• $6 million — settlement, Goldman Sachs agreed to pay $6 million to the SEC and to cease and desist from
• $300,000 — SEC settlement, GS Group agreed to pay $300,000 to the SEC and to cease and desist from

Filing Documents

• ff4083221_13da7-mirion.htm (SC 13D/A) — 141KB
• 0000895345-24-000537.txt ( ) — 143KB

(e) is hereby amended and restated as follows

Item 2(e) is hereby amended and restated as follows: (e) Except as set forth in Schedule I, during the last five years, none of the Reporting Persons or, to the knowledge of each of the Reporting Persons, without independent verification, any of their executive officers and directors has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. ITEM 4. PURPOSE OF TRANSACTION On November 4, 2024, the vesting conditions were satisfied in respect of the first of three tranches of the Founder Shares of Class A Common Stock previously reported in the Initial Filing. In connection with such vesting, Employee Participation 1 LLC expects to distribute 441,666 shares of Class A Common Stock to its members and Employee Participation 2 LLC expects to distribute 383,842 shares of Class A Common Stock to its members, in each case for no consideration. Further upon such vesting, Sponsor expects to distribute 5,424,489 shares of Class A Common Stock to its members for no consideration. Each of Goldman Sachs and GS Group will have ceased to beneficially own such shares of Class A Common Stock upon such distributions, except for 2,341,490 shares of Class A Common Stock to be distributed to Holdings. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

(a), (b), (c) is hereby amended and restated as follows

Item 5(a), (b), (c) is hereby amended and restated as follows: (a) and (b) The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Schedule 13D gives effect to the share distributions described in item 4 and is incorporated by reference into this Item 5. The percentage beneficial ownership reported herein by each Reporting Person is based on 225,500,094 shares of Class A Common Stock outstanding as of October 25, 2024, as reflected in the Form 10-Q filed by the Issuer with the SEC on October 30, 2024. Each of the Reporting Persons may be deemed to beneficially own 10,600,511 shares of Class A Common Stock held by Sponsor, constituting 4.7% of the outstanding shares of Class A Common Stock. The Sponsor has the shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, such shares of Class A Common Stock. Each of Goldman Sachs and GS Group may be deemed to beneficially own 15,003,465 shares of Class A Common Stock, constituting 6.7% of the outstanding shares of Class A Common Stock. Each of Goldman Sachs and GS Group may be deemed to have shared power to vote or direct the vote of, and the shared power to dispose or direct the disposition of, (i) 10,600,511 shares of Class A Common Stock held by Sponsor, (ii) 883,334 shares of Class A Common Stock of which Employee Participation 1 LLC is the record owner, (iii) 1,016,158 shares of Class A Common Stock of which Employee Participation 2 LLC is the record owner, (iv) 2,341,490 shares of Class A Common Stock held by Holdings and (v) 161,972 shares of Class A Common Stock held by certain subsidiaries of GS Group in the ordinary course of business in order to facilitate the investing activity of their clients. (c) Except as described in Item 4, neither the Reporting Persons nor, to the knowledge of the Reporting Persons, any of the persons listed on Schedule A, Schedule B or Schedule C (the latter two of which are amended and restated by this Am

(e) is hereby amended by the addition of the following

Item 5(e) is hereby amended by the addition of the following: (e) Sponsor ceased to be a beneficial owner of more than 5% of the outstanding shares of Class A Common Stock on November 5, 2024 , in connection with the distribution in kind described in Item 4. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Dated: November 5, 2024 GS SPONSOR II LLC By: /s/ Philip Grovit Name Philip Grovit Title Vice President THE GOLDMAN SACHS GROUP, INC. By: /s/ Crystal Orgill Name Crystal Orgill Title Attorney-in-Fact GOLDMAN SACHS & CO. LLC By: /s/ Crystal Orgill Name Crystal Orgill Title Attorney-in-Fact SCHEDULE B The name and principal occupation of each member as of the date hereof of the Goldman Sachs Asset Management Private Equity Investment Committee, which exercises the authority of Goldman Sachs & Co. LLC in managing the investment in the Issuer, are set forth below. The business address for each member listed below is c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282, except as follows: The business address of Joe DiSabato is 555 California Street, 45th Floor, San Francisco, CA 94104. The business address of each of Jose Barreto, Michael Bruun, James Reynolds and Michele Titi-Cappelli is Plumtree Court, 25 Shoe Lane, London EC4A 4AU, England. The business address of Stephanie Hui is Cheung Kong Center, 68th Floor, 2 Queens Road, Central, Hong Kong. All members listed below are United States citizens, except as follows: Stephanie Hui is a citizen of the United Kingdom Adrian M. Jones is a citizen of Ireland Harsh Nanda is a citizen of India; each of Nicole Agnew and Gregory Olafson is a citizen of Canada; James Reynolds is a citizen of France Michele Titi-Cappelli is a citizen of Italy; Jose Barreto is a citizen of Portugal; and Michael Bruun is a citizen of Denmark. Name Present Princ