Sec Form 13D Filing - Troendle August J. filing for Medpace Holdings Inc. (MEDP) - 2021-04-21

United States

Securities and Exchange Commission

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)

Under the Securities Exchange Act of 1934

(Amendment No. 12)*

Medpace Holdings, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

58506Q109

(CUSIP Number)

August J. Troendle

c/o Medpace Holdings, Inc.

5375 Medpace Way

Cincinnati, OH 45227

Tel: (513) 579-9911

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 20, 2021

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

The information required on 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).

This Amendment No. 12 to the Schedule 13D (this “Amendment No. 12”) amends and supplements the Statement on Schedule 13D filed with the United States Securities and Exchange Commission on August 26, 2016, as amended by Amendment No. 1 filed on August 8, 2018, Amendment No. 2 filed on October 2, 2018, Amendment No. 3 filed on February 6, 2019, Amendment No. 4 filed on August 5, 2019, Amendment No. 5 filed on August 7, 2019, Amendment No. 6 filed on August 15, 2019, Amendment No. 7 filed on September 17, 2019, Amendment No. 8 filed on May 8, 2020, Amendment No. 9 filed on July 31, 2020, Amendment No. 10 filed on August 14, 2020 and Amendment No. 11 filed on December 21, 2020 (collectively, the “Statement”), relating to the common stock (the “Common Stock”), of Medpace Holdings, Inc., a Delaware corporation (the “Issuer”).    Capitalized terms used herein without definition shall have the meaning set forth in the Statement.

Item 4. Purpose of Transaction

Item 4 of the Statement is amended and supplemented by inserting the following information:

The responses to Item 5 and 6 of this Schedule 13D are incorporated herein by reference.

On March 12, 2021, Medpace Investors, LLC (“MPI”) entered into a written stock selling plan in accordance with Rule 10b5-1 (the “March 2021 MPI Plan”).

Item 5. Interest in Securities of the Issuer

Items 5(a)—(b) of the Statement are amended and restated in their entirety as follows:

(a)—(b): See Items 7 – 13 of the cover pages above.

Item 5(c) of the Statement is amended and supplemented by inserting the following information:

(c): MPI sold 78,612 shares in open market transactions under the March 2021 MPI Plan, as follows:

(1) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.00 to $180.95. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(2) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.01 to $181.55. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(3) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.045 to $180.925. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(4) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.43 to $182.39. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(5) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.82 to $183.75. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(6) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.895 to $184.86. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(7) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $184.91 to $185.885. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(8) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.96 to $186.92. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(9) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $187.00 to $187.96. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(10) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.05 to $189.05. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(11) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.075 to $190.06. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(12) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.24 to $190.60. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(13) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.00 to $180.995. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(14) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.09 to $182.03. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(15) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.04 to $183.245. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(16) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.00 to $180.99. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(17) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.01 to $181.875. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(18) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.015 to $183.00. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(19) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.08 to $183.57. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(20) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.00 to $180.96. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(21) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.01 to $181.97. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(22) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.02 to $182.98. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(23) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.07 to $184.065. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

(24) The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $184.16 to $185.12. The Reporting Person undertakes to provide full pricing information to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 of the Statement is amended and supplemented as follows:

Item 4 above summarizes certain provisions of the March 2021 MPI Plan and is incorporated herein by reference. A copy of the March 2021 MPI Plan is attached as Exhibit 3 hereto, and is incorporated by reference.

Except as set forth herein and in the Statement, none of the Reporting Persons has any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including, but not limited to, any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.

Item 7. Materials to be Filed as Exhibits

* Filed in the Statement.

SIGNATURES

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: April 21, 2021