First Advantage Corporation filed a current report on Form 8-K on August 12, 2026, disclosing a completed underwritten secondary offering of 12,500,000 shares of its common stock by certain investment funds of Silver Lake Group, L.L.C. and its affiliates.

Key Highlights

  • Secondary offering size: 12,500,000 shares of First Advantage common stock were offered in the underwritten secondary offering.
  • Selling stockholder: The shares were sold by certain investment funds of Silver Lake Group, L.L.C. and its affiliates, identified in the filing as the "Selling Stockholder."
  • No company proceeds: According to the filing, "The Company did not sell any Shares in the Offering" and "The Company will not receive any proceeds from the Offering."
  • Underwriter: J.P. Morgan Securities LLC served as underwriter pursuant to an underwriting agreement dated August 10, 2026.
  • Offering closed: The filing states the offering closed on August 12, 2026.
  • Registration statement: The offering was made pursuant to the company's Registration Statement on Form S-3, File No. 333-298190, filed on August 10, 2026.

Silver Lake Completes Secondary Sale of First Advantage Common Stock

According to the filing, First Advantage Corporation (NASDAQ:FA) reported that certain investment funds affiliated with Silver Lake Group, L.L.C. entered into an underwriting agreement on August 10, 2026, with J.P. Morgan Securities LLC to sell 12,500,000 shares of First Advantage common stock, par value $0.01 per share. The company disclosed that it was a party to the underwriting agreement but did not itself sell any shares in the transaction.

The filing states that First Advantage issued two press releases in connection with the offering: one on August 10, 2026, announcing the intended offering, and a subsequent release announcing the pricing. The underwriting agreement was entered into among the company, SLP Fastball Aggregator, L.P. as the selling stockholder, and J.P. Morgan Securities LLC. The offering was registered under the company's Form S-3 registration statement bearing File No. 333-298190, which the filing states was also filed on August 10, 2026.

The company disclosed that the offering closed on August 12, 2026, the same date as the 8-K filing. The report was signed by Steven Marks, Executive Vice President and Chief Financial Officer of First Advantage Corporation. The filing notes that the description of the underwriting agreement "is qualified in its entirety by the terms of such agreement," which was attached as Exhibit 1.1.

What Was Disclosed

First Advantage Corporation reported a completed secondary offering in which Silver Lake-affiliated funds sold 12,500,000 shares of company common stock through J.P. Morgan Securities LLC. The company participated in the underwriting agreement but received no proceeds and sold no shares.