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* CCP III Cayman GP Ltd. (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/15/2020	3. Issuer Name and Ticker or Trading Symbol GoHealth, Inc. [ GOCO ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
Class A Common Stock	40,682,961	I	See Footnotes(1)(2)
Class B Common Stock	90,365,387	I	See Footnotes(2)(4)

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
LLC Interests	(3)	(3)	Class A Common Stock	90,365,387	(3)	I	See Footnotes(2)(4)

1. Name and Address of Reporting Person* CCP III Cayman GP Ltd. (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* CCP III AIV VII Holdings, L.P. (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* CB Blizzard Co-Invest Holdings, L.P. (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* Centerbridge Associates III, L.P. (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* Blizzard Aggregator, LLC (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* Aronson Jeffrey (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

1. Name and Address of Reporting Person* Gallogly Mark T (Last) (First) (Middle) 375 PARK AVENUE, 11TH FLOOR (Street) NEW YORK NY 10152 (City) (State) (Zip)

Explanation of Responses:

1. Consists of 23,129,333 Class A shares held of record by CCP III AIV VII Holdings, L.P. ("CCP III") and 17,553,628 Class A shares held of record by CB Blizzard Co-Invest Holdings, L.P. ("CB Blizzard").

2. CCP III Cayman GP Ltd. ("CCP GP") is the general partner of Centerbridge Associates III, L.P. ("Centerbridge Associates"), which is the general partner of each of CCP III and CB Blizzard and may be deemed to share beneficial ownership over the shares held of record by CCP III and CB Blizzard. CCP GP is the sole manager of Blizzard Aggregator, LLC ("Blizzard Aggregator") and may be deemed to share beneficial ownership over the shares held of record by Blizzard Aggregator. As the directors of CCP GP, Jeffrey H. Aronson and Mark T. Gallogly may be deemed to share beneficial ownership with respect to the shares held by each of CCP III, CB Blizzard and Blizzard Aggregator. Such persons and entities disclaim beneficial ownership of the shares held by each of CCP III, CB Blizzard and Blizzard Aggregator, except to the extent of any proportionate pecuniary interest therein.

3. The LLC Interests may be redeemed by a Reporting Person at any time on or following the closing of the Initial Public Offering for shares of Class A Common Stock on a 1-to-1 basis.

4. Consists entirely of LLC Interests held of record by Blizzard Aggregator.

Remarks:

	CCP III AIV VII HOLDINGS, L.P., By: CENTERBRIDGE ASSOCIATES III, L.P., its general partner, By: CCP III CAYMAN GP LTD., its general partner, By: /s/ Susanne V. Clark, Authorized Signatory	07/15/2020
	CB BLIZZARD CO-INVEST HOLDINGS, L.P., By: CENTERBRIDGE ASSOCIATES III, L.P., its general partner, By: CCP III CAYMAN GP LTD., its general partner, By: /s/ Susanne V. Clark, Authorized Signatory	07/15/2020
	CENTERBRIDGE ASSOCIATES III, L.P., By: CCP III CAYMAN GP LTD., its general partner, By: /s/ Susanne V. Clark, Authorized Signatory	07/15/2020
	CCP III CAYMAN GP LTD., By: /s/ Susanne V. Clark, Authorized Signatory	07/15/2020
	BLIZZARD AGGREGATOR, LLC, By: CCP III CAYMAN GP LTD., its sole manager, By: /s/ Susanne V. Clark, Authorized Signatory	07/15/2020
	JEFFREY H. ARONSON, By: /s/ Jeffrey H. Aronson	07/15/2020
	MARK T. GALLOGLY, By: /s/ Mark T. Gallogly	07/15/2020
	** Signature of Reporting Person	Date
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