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WPF Foley Trasimene Acquisition Corp

9.75

0.00 (0.00%)

Pre Market

Last Updated: 20:00:00

Delayed by 15 minutes

Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Blackstone Holdings III L.P.	2. Issuer Name and Ticker or Trading Symbol Alight, Inc. / Delaware [ ALIT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) C/O BLACKSTONE INC., 345 PARK AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 11/17/2022
(Street) NEW YORK, NY 10154 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock ⁽¹²⁾	11/17/2022		C⁽¹²⁾		5371237	A	⁽¹²⁾	5459742	I	See Footnotes ⁽²⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock ⁽¹²⁾	11/17/2022		C⁽¹²⁾		20152	A	⁽¹²⁾	20484	I	See Footnotes ⁽³⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock ⁽¹²⁾	11/17/2022		C⁽¹²⁾		58078	A	⁽¹²⁾	59035	I	See Footnotes ⁽⁴⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock ⁽¹²⁾	11/17/2022		C⁽¹²⁾		619388	A	⁽¹²⁾	629594	I	See Footnotes ⁽⁵⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock	11/17/2022		S		5381060	D	$7.46 ⁽¹⁾	78682	I	See Footnotes ⁽²⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock	11/17/2022		S		20189	D	$7.46 ⁽¹⁾	295	I	See Footnotes ⁽³⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock	11/17/2022		S		58184	D	$7.46 ⁽¹⁾	851	I	See Footnotes ⁽⁴⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock	11/17/2022		S		620521	D	$7.46 ⁽¹⁾	9073	I	See Footnotes ⁽⁵⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Common Stock	11/17/2022		S		6074717	D	$7.46 ⁽¹⁾	48659181	I	See Footnotes ⁽⁶⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class V Common Stock ⁽¹¹⁾	11/17/2022		J⁽¹¹⁾		5371237	D	$0.00 ⁽¹¹⁾	43024219	I	See Footnotes ⁽²⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class V Common Stock ⁽¹¹⁾	11/17/2022		J⁽¹¹⁾		20152	D	$0.00 ⁽¹¹⁾	161420	I	See Footnotes ⁽³⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class V Common Stock ⁽¹¹⁾	11/17/2022		J⁽¹¹⁾		58078	D	$0.00 ⁽¹¹⁾	465213	I	See Footnotes ⁽⁴⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class V Common Stock ⁽¹¹⁾	11/17/2022		J⁽¹¹⁾		619388	D	$0.00 ⁽¹¹⁾	4961364	I	See Footnotes ⁽⁵⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Units	⁽¹²⁾	11/17/2022		C ⁽¹²⁾			5371237	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	5371237	$0.00 ⁽¹²⁾	43024219	I	See Footnotes ⁽²⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Units	⁽¹²⁾	11/17/2022		C ⁽¹²⁾			20152	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	20152	$0.00 ⁽¹²⁾	161420	I	See Footnotes ⁽³⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Units	⁽¹²⁾	11/17/2022		C ⁽¹²⁾			58078	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	58078	$0.00 ⁽¹²⁾	465213	I	See Footnotes ⁽⁴⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾
Class A Units	⁽¹²⁾	11/17/2022		C ⁽¹²⁾			619388	⁽¹²⁾	⁽¹²⁾	Class A Common Stock	619388	$0.00 ⁽¹²⁾	4961364	I	See Footnotes ⁽⁵⁾⁽⁷⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾

Explanation of Responses:
(1)	This amount of $7.46 represents the $7.75 public offering price per share of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of Alight, Inc. (the "Issuer"), less the underwriting discount of $0.29 per share (such offering, the "Secondary Offering").
(2)	Reflects securities directly held by Blackstone Capital Partners VII NQ L.P., the general partner of which is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.
(3)	Reflects securities directly held by BCP VII SBS Holdings L.L.C., the sole member of which is Blackstone Side-by-Side Umbrella Partnership L.P., the general partner of which is Blackstone Side-by-Side Umbrella GP L.L.C., the sole member of which is Blackstone Holdings III L.P., the general partner of which is Blackstone Holdings III GP L.P., the general partner of which is Blackstone Holdings III GP Management L.L.C.
(4)	Reflects securities directly held by Blackstone Family Investment Partnership VII - ESC NQ L.P., the general partner of which is BCP VII Side-by-Side GP NQ L.L.C., the sole member of which is Blackstone Holdings II L.P.
(5)	Reflects securities directly held by BTAS NQ Holdings L.L.C., the managing member of which is BTAS Associates-NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.
(6)	Reflects securities directly held by Blackstone Capital Partners VII (IPO) NQ L.P., the general partner of which is Blackstone Management Associates VII NQ L.L.C., the sole member of which is BMA VII NQ L.L.C., the managing member of which is Blackstone Holdings II L.P.
(7)	The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C. Blackstone Inc. ("Blackstone") is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
(8)	Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
(9)	Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.
(10)	Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
(11)	Upon the closing of the Secondary Offering and in connection with the exchange of Class A units of Alight Holding Company, LLC ("Class A Units") for shares of Class A Common Stock (as further described in Footnote 12), an equal number of shares of the Issuer's Class V common stock were cancelled for no consideration. Shares of Class V common stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class V common stock will be entitled to one vote per share on all matters to be voted on by the Issuer's stockholders generally.
(12)	Upon the closing of the Secondary Offering, an aggregate of 6,068,855 Class A Units were exchanged for an equal number of shares of Class A Common Stock. Class A Units have no voting rights but are entitled to share in the profits and losses of Alight Holding Company LLC. Class A Units held by the Reporting Persons can be exchanged, up to once per calendar quarter (and in the case of the Blackstone entities described herein, twice per calendar quarter in the aggregate), for an equal number of shares of Class A Common Stock. Notwithstanding the foregoing, the Issuer will be permitted, at its sole discretion, in lieu of delivering shares of Class A Common Stock for any Class A Units surrendered for exchange, to pay an amount in cash per Class A Unit equal to the 5-day volume weighted average price of the Class A Common Stock ending on the day such measurement is made.

Remarks:
Form 2 of 2

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Blackstone Holdings III L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
Blackstone Holdings III GP L.P. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
Blackstone Holdings III GP Management L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
BCP VII Side-by-Side GP NQ L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
BTAS Associates-NQ L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
Blackstone Holdings I/II GP L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
Blackstone Inc. 345 PARK AVENUE NEW YORK, NY 10154		X
Blackstone Group Management L.L.C. C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X
SCHWARZMAN STEPHEN A C/O BLACKSTONE INC. 345 PARK AVENUE NEW YORK, NY 10154		X

Signatures
BLACKSTONE HOLDINGS III L.P. By: Blackstone Holdings III GP L.P., its GP, By: Blackstone Holdings III GP Management L.L.C., its GP, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BLACKSTONE HOLDINGS III GP L.P. By: Blackstone Holdings III GP Management L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BCP VII SIDE-BY-SIDE GP NQ L.L.C. By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Signatory		11/17/2022
^**Signature of Reporting Person		Date
BTAS ASSOCIATES-NQ L.L.C. By: Blackstone Holdings II L.P., its managing member By: Blackstone Holdings I/II GP L.L.C., its general partner, /s/ Tabea Hsi, Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BLACKSTONE HOLDINGS I/II GP L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BLACKSTONE INC., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
BLACKSTONE GROUP MANAGEMENT L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director		11/17/2022
^**Signature of Reporting Person		Date
STEPHEN A. SCHWARZMAN, /s/ Stephen A. Schwarzman		11/17/2022
^**Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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