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* KLEIN THOMAS (Last) (First) (Middle) C/O SABRE CORPORATION 3150 SABRE DRIVE (Street) SOUTHLAKE TX 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) X Director 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer	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	229,722	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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to Purchase Common Stock	(1)	06/11/2017	Common Stock	634,500	5	D
Options to Purchase Common Stock	(2)	06/11/2017	Common Stock	317,250	5	D
Options to Purchase Common Stock	(1)	01/31/2018	Common Stock	22,500	5	D
Options to Purchase Common Stock	(2)	01/31/2018	Common Stock	11,250	5	D
Options to Purchase Common Stock	(1)	03/31/2019	Common Stock	400,000	3	D
Options to Purchase Common Stock	(1)	03/31/2019	Common Stock	164,250	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
Options to Purchase Common Stock	(5)	08/15/2023	Common Stock	198,563	13.22	D
Options to Purchase Common Stock	(6)	10/25/2023	Common Stock	200,221	14.01	D

Explanation of Responses:

1. The options to purchase shares of common stock, par value $0.01 per share ("Common Stock") of Sabre Corporation (the "Issuer") are fully vested and immediately exercisable.

2. 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 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 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. Klein's continued employment through such date.

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. Klein's 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. Klein's 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.

5. The options vest and become exercisable as to 25% of the shares of Common Stock subject to each such option on the date of grant and as to 6.25% of such shares at the end of each successive three-month period thereafter, subject to the Mr. Klein's continued employment through each vesting date. As of the date of this filing, options to purchase 74,461 shares of Common Stock are fully vested and immediately exercisable.

6. The options vest and become exercisable as to 25% of the shares of Common Stock subject to each such option on the date of grant and as to 6.25% of such shares at the end of each successive three-month period thereafter, subject to the Mr. Klein's continued employment through each vesting date. As of the date of this filing, options to purchase 75,082 shares of Common Stock are fully vested and immediately exercisable.

	By: Thomas Klein	04/17/2014
	** Signature of Reporting Person	Date
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