FORM 4
[ X ] 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 *

STEENLAND DOUGLAS M
2. Issuer Name and Ticker or Trading Symbol

Travelport Worldwide LTD [ TVPT ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

AXIS ONE, AXIS PARK
3. Date of Earliest Transaction (MM/DD/YYYY)

5/30/2019
(Street)

LANGLEY, BERKSHIRE, X0 SL3 8AG
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 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)
Code V Amount (A) or (D) Price
Common Shares   5/30/2019     D    43677   D   (1) 0   D    

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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Time Vested Restricted Share Units   $0.00   5/30/2019     D         23466      (3)   (3) Common Shares   23466     (2) 0   D    
Time Vested Restricted Share Units   $0.00   5/30/2019     D         23862      (3)   (3) Common Shares   23862     (2) 0   D    
Time Vested Restricted Share Units   $0.00   5/30/2019     D         17828      (4)   (4) Common Shares   17828     (2) 0   D    

Explanation of Responses:
(1)  At the Effective Time (as defined below), pursuant to the Merger Agreement (as defined below), each common share, par value $0.0025 per share ("Company Common Share"), of Travelport Worldwide Limited ("Travelport") that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive $15.75 in cash (the "Merger Consideration"), subject to applicable withholding taxes.
(2)  At the Effective Time, pursuant to the Merger Agreement, each restricted share unit in respect of Company Common Shares ("Company RSUs") that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of Company Common Shares subject to such Company RSU and (ii) the Merger Consideration, plus accrued dividends thereon.
(3)  Time-vested restricted share units that were fully vested. Vested Company Common Shares were to have been delivered to the reporting person upon such reporting person's termination of service as a director of Travelport.
(4)  Time-vested restricted share units that were scheduled to vest on the earlier of (1) the last business day prior to the 2019 annual general meeting of shareholders of Travelport Worldwide Limited or (2) June 27, 2019.

Remarks:
This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 9, 2018, by and among Travelport, Toro Private Holdings III, Ltd. ("Parent"), and following execution of the joinder agreement, dated December 11, 2018, Toro Private Holdings IV, Ltd. ("Merger Sub"), a copy of which is filed as Exhibit 2.1 to Travelport's Form 8-K filed with the SEC on December 10, 2018, pursuant to which Merger Sub merged with and into Travelport, with Travelport continuing as the surviving company and a wholly owned subsidiary of Parent on May 30, 2019 (the "Effective Time").

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
STEENLAND DOUGLAS M
AXIS ONE, AXIS PARK
LANGLEY, BERKSHIRE, X0 SL3 8AG
X



Signatures
/s/ Rochelle Boas, as Attorney-in-Fact for Douglas Steenland 6/3/2019
** 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.
TRAVELPORT WORLDWIDE LTD (NYSE:TVPT)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more TRAVELPORT WORLDWIDE LTD Charts.
TRAVELPORT WORLDWIDE LTD (NYSE:TVPT)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more TRAVELPORT WORLDWIDE LTD Charts.