UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

PARTY CITY HOLDCO INC.
(Name of Issuer)

COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class of Securities)

702149105
(CUSIP Number)

December 31, 2019
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)


*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No. 702149105
13G
PAGE 2 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL Holdco, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-(1)
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-(1)
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0% (1)
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 
 

(1)
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.


CUSIP No. 702149105
13G
PAGE 3 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Advisors, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-(1)
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-(1)
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0% (1)
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.


CUSIP No. 702149105
13G
PAGE 4 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-(1)
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-(1)
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0% (1)
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 
 

(1)
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.


CUSIP No. 702149105
13G
PAGE 5 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL Equity Advisors VI, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-(1)
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-(1)
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0% (1)
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.


CUSIP No. 702149105
13G
PAGE 6 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL PC Topco, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
0
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-(1)
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-(1)
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


(1)
Includes all shares owned by Thomas H. Lee Equity Fund VI, L.P., Thomas H. Lee Parallel Fund VI, L.P., Thomas H. Lee Parallel (DT) Fund VI, L.P., THL Coinvestment Partners, L.P., THL Operating Partners, L.P., THL PC Topco, L.P., THL Equity Fund VI Investors (PC), L.P., Great-West Investors, L.P. and Putnam Investments Employees’ Securities Company III LLC.


CUSIP No. 702149105
13G
PAGE 7 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Equity Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 8 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Parallel Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 9 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Thomas H. Lee Parallel (DT) Fund VI, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 10 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL Coinvestment Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 11 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL Operating Partners, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 12 OF 33

1
NAMES OF REPORTING PERSONS
 
 
THL Equity Fund VI Investors (PC), L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 13 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Great-West Investors, LP
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


CUSIP No. 702149105
13G
PAGE 14 OF 33

1
NAMES OF REPORTING PERSONS
 
 
Putnam Investments Employees’ Securities Company III LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a) ☐
   
(b) ☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
-0-
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
-0-
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
-0-
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


CUSIP No. 702149105
13G
Item 1 (a).
Name of Issuer:

Party City Holdco Inc. (“Issuer”)

Item 1 (b).
Address of Issuer’s Principal Executive Offices:

80 Grasslands Road
Elmsford, NY  10523

Item 2 (a).
Name of Person Filing:

This statement is being filed on behalf of the following (collectively, the “Reporting Persons): (1) THL Holdco, LLC, a Delaware limited liability company (“THL Holdco”); (2) Thomas H. Lee Advisors, LLC, a Delaware limited liability company (“Advisors”); (3) Thomas H. Lee Partners, L.P., a Delaware limited partnership (“THL Partners”); (4) THL Equity Advisors VI, LLC, a Delaware limited liability company (“THL Equity Advisors VI”); (5) Thomas H. Lee Equity Fund VI, L.P., a Delaware limited partnership (“THL Equity VI”); (6) Thomas H. Lee Parallel Fund VI, L.P., a Delaware limited partnership (“Parallel Fund VI”); (7) Thomas H. Lee Parallel (DT) Fund VI, L.P., a Delaware limited partnership (“DT Fund VI”); (8) THL Coinvestment Partners, L.P., a Delaware limited partnership (“THL Coinvestment”); (9) THL Operating Partners, L.P., a Delaware limited partnership (“THL Operating”); (10) THL PC Topco, L.P., a Delaware limited partnership (“THL Topco”); (11) THL Equity Fund VI Investors (PC), L.P., a Delaware limited partnership (“THL PC”); (12) Great-West Investors, L.P., a Delaware limited partnership (“Great West”); (13) Putnam Investments Employees’ Securities Company III LLC, a Delaware limited liability company (“Putnam III”).  Entities (1) through (11) are referred to as the “THL Entities”.

THL Holdco is the managing member of Advisors, which is the general partner of THL Partners, which in turn is the general partner of THL Coinvestment and the sole member of THL Equity Advisors VI.  THL Equity Advisors VI is the general partner of THL Equity VI, Parallel Fund VI, DT Fund VI, THL Operating, THL Topco and THL PC.  THL Advisors is attorney-in-fact of Great West and Putnam Investments, LLC, which is the managing member of Putnam Investments Holdings, LLC, which in turn is the managing member of Putnam III.

Item 2 (b).
Address of Principal Business Office or, if none, Residence:

For the THL Entities:
c/o Thomas H. Lee Partners, L.P.
100 Federal Street, 35th Floor
Boston, MA 02110

For Great West:
Great-West Investors, L.P.
8515 East Orchard Road, 3T2
Greenwood Village, CO  80111

Page 15 of 33

CUSIP No. 702149105
13G
For Putnam III:
c/o Putnam Investments, LLC
100 Federal Street
Boston, MA 02110

Item 2 (c).
Citizenship:

THL Holdco, LLC – Delaware
Thomas H. Lee Advisors, LLC – Delaware
Thomas H. Lee Partners, L.P. – Delaware
THL Equity Advisors VI, LLC – Delaware
Thomas H. Lee Equity Fund VI, L.P. – Delaware
Thomas H. Lee Parallel Fund VI, L.P. – Delaware
Thomas H. Lee Parallel (DT) Fund VI, L.P. – Delaware
THL Coinvestment Partners, L.P. – Delaware
THL Operating Partners, L.P. – Delaware
THL PC Topco, L.P. – Delaware
THL Equity Fund VI Investors (PC), L.P. – Delaware
Great-West Investors, LP – Delaware
Putnam Investments Employees’ Securities Company III LLC – Delaware

Item 2 (d).
Title of Class of Securities:

Common Stock, par value $0.01 per share (“Common Stock”)

Item 2 (e).
CUSIP Number:

702149105

Item 3.
Not Applicable

Item 4
Ownership

Item 4(a)
Amount Beneficially Owned

This Schedule 13G is being filed on behalf of the Reporting Persons. As of December 31, 2019, the Reporting Persons beneficially owned zero (0) shares of the Issuer’s Common Stock.

Item 4(b)          Percent of Class

See Item 4(a) hereof

Item 4(c)
Number of Shares as to which Such Person has:


(i)
Sole power to vote or to direct the vote: 0


(ii)
Shared power to vote or to direct the vote: 0

Page 16 of 33

CUSIP No. 702149105
13G

(iii)
Sole power to dispose or to direct the disposition of: 0


(iv)
Shared power to dispose or to direct the disposition of: 0

Item 5.
Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be beneficial owners of more than 5 percent of the Common Stock, check the following: [X].

Item 6.
Ownership of More Than Five Percent on Behalf of Another Person

The responses of the Reporting Persons to Items 2(a) and 4(a) are incorporated herein by reference.

Under certain circumstances, partners or members of a Reporting Person, as the case may be, could have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares of Common Stock owned by such Reporting Person.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

Not Applicable.

Item 8.
Identification and Classification of Members of the Group

See Item 4(a) above.

Item 9.
Notice of Dissolution of Group

Not Applicable.

Item 10.
Certification

Not Applicable.

Page 17 of 33

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.

Date:  February 14, 2020
THL HOLDCO, LLC
     
  By: /s/ Mark A. Garcia
   
Name: Mark A. Garcia
   
Title:   Chief Financial Officer, Funds

Page 18 of 33

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.

Date: February 14, 2020
THOMAS H. LEE ADVISORS, LLC
 
By: THL Holdco, LLC, its managing member
     
  By:
/s/ Mark A. Garcia
   
Name: Mark A. Garcia
   
Title:   Chief Financial Officer, Funds

Page 19 of 33

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.

Date: February 14, 2020
THOMAS H. LEE PARTNERS, L.P.
 
By: Thomas H. Lee Advisors, its general partner
 
By: THL Holdco, LLC, its managing member
     
  By:
/s/ Mark A. Garcia
   
Name: Mark A. Garcia
   
Title:   Chief Financial Officer, Funds
Page 20 of 33

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.
 
Date: February 14, 2020
THL EQUITY ADVISORS VI, LLC
 
By: Thomas H. Lee Partners, L.P. its Sole Member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
     
  By:
/s/ Mark A. Garcia
   
Name: Mark A. Garcia
   
Title:   Chief Financial Officer, Funds
Page 21 of 33

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.
 
Date: February 14, 2020
THOMAS H. LEE EQUITY FUND VI, L.P.
 
By: THL Equity Advisors VI, LLC, its general partner
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
   
 
By: 
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 22 of 33

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.
Date: February 14, 2020
THOMAS H. LEE PARALLEL FUND VI, L.P.
 
By: THL Equity Advisors VI, LLC, its general partner
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
   
 
By: 
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 
Title:   Chief Financial Officer, Funds

Page 23 of 33

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.
 
Date: February 14, 2020
THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
 
By: THL Equity Advisors VI, LLC, its general partner
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
   
 
By: 
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 24 of 33

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.
 
Date: February 14, 2020
THL COINVESTMENT PARTNERS, L.P.
 
By: Thomas H. Lee Partners, L.P., its general partner
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 25 of 33

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.
 
Date: February 14, 2020
THL OPERATING PARTNERS, L.P.
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 26 of 33

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.
 
Date: February 14, 2020
THL PC TOPCO, L.P.
 
By: THL Equity Advisors VI, LLC, its general partner
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 27 of 33

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.
 
Date: February 14, 2020
THL EQUITY FUND VI INVESTORS (PC), L.P.
 
By: THL Equity Advisors VI, LLC, its general partner
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 28 of 33

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.
 
Date: February 14, 2020
GREAT-WEST INVESTORS, LP
 
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 29 of 33

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.
 
Date: February 14, 2020
PUTNAM INVESTMENTS EMPLOYEES’ SECURITIES COMPANY III, LLC
 
By: Putnam Investment Holdings, LLC, its managing member
 
By: Putnam Investments, LLC, its managing member
 
By: Thomas H. Lee Advisors, LLC, its attorney-in-fact
 
By: THL Holdco, LLC, its managing member
 
 
By:
/s/ Mark A. Garcia
 

Name: Mark A. Garcia
 

Title:   Chief Financial Officer, Funds

Page 30 of 33

Exhibit A

AGREEMENT REGARDING THE JOINT FILING OF
SCHEDULE 13G
_________________

The undersigned hereby agree as follows:

(i)  Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

(ii)  Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.


THL HOLDCO, LLC
     
  By:
/s/ Mark A. Garcia
   
Name: Mark A. Garcia
   
Title:   Chief Financial Officer, Funds


THOMAS H. LEE ADVISORS, LLC
 
By: THL Holdco, LLC, its managing member
 
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THOMAS H. LEE PARTNERS, L.P.
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THL EQUITY ADVISORS VI, LLC
 
By: Thomas H. Lee Partners, L.P., its sole member
 
By: Thomas H. Lee Advisors, LLC, its general partner
 
By: THL Holdco, LLC, its managing member
 
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds

Page 31 of 33


THOMAS H. LEE EQUITY FUND VI, L.P.
 
By:   THL Equity Advisors VI, LLC, its general partner
 
By:  Thomas H. Lee Partners, L.P., its sole member
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THOMAS H. LEE PARALLEL FUND VI, L.P.
 
By:  THL Equity Advisors VI, LLC, its general partner
 
By:  Thomas H. Lee Partners, L.P., its sole member
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THOMAS H. LEE PARALLEL (DT) FUND VI, L.P.
 
By:  THL Equity Advisors VI, LLC, its general partner
 
By:  Thomas H. Lee Partners, L.P., its sole member
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THL COINVESTMENT PARTNERS, L.P.
 
By:  Thomas H. Lee Partners, L.P., its general partner
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THL OPERATING PARTNERS, L.P.
 
By:  Thomas H. Lee Partners, L.P., its general partner
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds

Page 32 of 33


THL PC TOPCO, L.P.
 
By:  THL Equity Advisors VI, LLC, its general partner
 
By:  Thomas H. Lee Partners, L.P., its sole member
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


THL EQUITY FUND VI INVESTORS (PC), L.P.
 
By:  THL Equity Advisors VI, LLC, its general partner
 
By:  Thomas H. Lee Partners, L.P., its sole member
 
By:  Thomas H. Lee Advisors, LLC, its general partner
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


GREAT-WEST INVESTORS, LP
 
By:  Thomas H. Lee Advisors, LLC, its attorney-in-fact
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds


PUTNAM INVESTMENTS EMPLOYEES’ SECURITIES COMPANY III, LLC
 
By:  Putnam Investment Holdings, LLC, its managing member
 
By:  Putnam Investments, LLC, its managing member
 
By:  Thomas H. Lee Advisors, LLC, its attorney-in-fact
 
By:  THL Holdco, LLC, its managing member
 
 
 
By:
/s/ Mark A. Garcia
 
 
Name: Mark A. Garcia
 
 
Title:   Chief Financial Officer, Funds

Page 33 of 33

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