Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  PCP MANAGERS GP, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
12/31/2015
3. Issuer Name and Ticker or Trading Symbol
Performant Financial Corp [PFMT]
(Last)
(First)
(Middle)
C/O PARTHENON CAPITAL PARTNERS, FOUR EMBARCADERO CENTER, SUITE 3610
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 Original Filed(Month/Day/Year)
(Street)

SAN FRANCISCO, CA 94111
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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, par value $0.0001 per share 13,500,878
I
See Footnotes (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PCP MANAGERS GP, LLC
C/O PARTHENON CAPITAL PARTNERS
FOUR EMBARCADERO CENTER, SUITE 3610
SAN FRANCISCO, CA 94111
    X    

Signatures

/s/ PCP Managers GP, LLC, by Carol Anne Huff, Attorney-in-Fact for Brian P. Golson, Managing Member 02/12/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The reported shares are owned of record by Parthenon DCS Holdings, LLC ("DCS Holdings"). The reporting person was formed on December 31, 2015 to serve as general partner of PCP Managers, L.P. following PCP Managers, L.P.'s conversion from a limited liabitliy company to a limited partnership. PCP Managers, L.P. is the general partner of PCap II, LLC, which is the managing member of PCap Partners II, LLC, which is the general partner of Parthenon Investors II, L.P., which is the manager of DCS Holdings. Messrs. David J. Ament, Brian P. Golson and William C. Kessinger are Managing Members of PCP Managers GP, LLC.
(2) (Continued from footnote 1) Messrs. Kessinger and Golson are also a Managing Directors of Parthenon Capital Partners, a private equity firm and affiliate of PCap Partners II, LLC. Each of the foregoing persons may be deemed to beneficially own the shares owned of record by DCS Holdings. The foregoing persons disclaim beneficial ownership of such shares, and this report shall not be deemed an admission that such persons are the beneficial owners of such shares for the purpose of Section 16 or for any other purpose, except, in each case, to the extent of such persons' pecuniary interest therein.
 
Remarks:
Exhibit 24 Power of Attorney

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