SEC Filing « Sabre

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SEC FORM 3 SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

JONES HUGH W

(Last)

(First)

(Middle)

C/O SABRE CORPORATION

3150 SABRE DRIVE

(Street)

SOUTHLAKE

76092

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2014

3. Issuer Name and Ticker or Trading Symbol
Sabre Corp [ SABR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & President SAS

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	113,227	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options to Purchase Common Stock	⁽¹⁾	06/11/2017	Common Stock	76,350	5	D
Options to Purchase Common Stock	⁽²⁾	06/11/2017	Common Stock	458,100	5	D
Options to Purchase Common Stock	⁽²⁾	01/31/2018	Common Stock	22,500	5	D
Options to Purchase Common Stock	⁽¹⁾	01/31/2018	Common Stock	3,750	5	D
Options to Purchase Common Stock	⁽²⁾	03/31/2019	Common Stock	525,000	3	D
Options to Purchase Common Stock	⁽²⁾	03/31/2019	Common Stock	40,050	3	D
Options to Purchase Common Stock	⁽³⁾	03/23/2020	Common Stock	350,000	5.23	D
Options to Purchase Common Stock	⁽⁴⁾	12/03/2022	Common Stock	40,000	9.97	D

Explanation of Responses:

1. The options vest and become exercisable (i) upon a liquidity event where TPG Partners IV, L.P. ("TPG Partners IV"), TPG Partners V, L.P. ("TPG Partners V"), TPG FOF V-A, L.P. ("TPG FOF V-A") and TPG FOF V-B, L.P. ("TPG FOF V-B") (collectively, the TPG Funds") and Silver Lake Partners II, L.P. and Silver Lake Technology Investors II, L.P. (the "Silver Lake Funds," and, collectively with the TPG Funds, the "Principal Stockholders") realize a threshold multiple of money ("MoM") for their interest in Sabre Corporation (the "Issuer") as determined by the Issuer's board of directors, or (ii) following the third anniversary of an initial public offering of the shares of of common stock, par value $0.01 per share (the "Common Stock") of the Issuer, upon a determination by the Issuer's board of directors that such MoM could be realized by the Principal Stockholders if they sold their remaining interest in the Issuer, and in each case subject to Mr. Jones' continued employment through such date.

2. The options to purchase shares of Common Stock of the Issuer are fully vested and immediately exercisable.

3. The options vest and become exercisable as to 25% of the shares of Common Stock subject to each such option on the first anniversary of the date of grant and as to 4.6875% of such shares at the end of each successive three-month period thereafter, subject to Mr. Jones' continued employment through each vesting date. As of the date of this filing, options to purchase 284,375 shares of Common Stock are fully vested and immediately exercisable.

4. The options vest and become exercisable as to 25% of the shares of Common Stock subject to each such option on the first anniversary of the date of grant and as to 6.25% of such shares at the end of each successive three-month period thereafter, subject to Mr. Jones' continued employment through each vesting date. As of the date of this filing, options to purchase 12,500 shares of Common Stock are fully vested and immediately exercisable.

	By: Hugh Jones	04/17/2014
	** 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 5 (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).
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