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CORRESP
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CORRESP

 Simpson Thacher & Bartlett LLP

2475 HANOVER STREET

PALO ALTO, CA 94304

TELEPHONE:
+1-650-251-5000

FACSIMILE:
+1-650-251-5002

 Direct Dial Number

+1-650-251-5110

 E-mail Address

 wbrentani@stblaw.com

 January 23, 2020

Robert Shapiro

 Jim Allegretto

Daniel Morris

 Mara Ransom

Division of Corporation Finance

 Securities and Exchange
Commission

 100 F Street, N.E.

 Washington, D.C. 20549

Via Email

Re:
 PPD, Inc. - Registration Statement on Form S-1 (CIK
No. 0001793294)

 Ladies and Gentlemen:

On behalf of PPD, Inc. (the “Company”), and in connection with Amendment No. 1 to the registration statement on Form S-1 (“Amendment No. 1”) filed on January 16, 2020, we have attached as Annex A to this letter for review by the staff (the “Staff”) of the Securities and
Exchange Commission (the “Commission”) select proposed changed pages to Amendment No. 1, to be reflected in Amendment No. 2 to the registration statement on Form S-1 (“Draft
Amendment No. 2”). The Company has revised Draft Amendment No. 2 in response to the Staff’s comments in its letter, dated January 22, 2020, relating to Amendment No. 1 (the “comment
letter”), and to otherwise update its disclosure.

 In addition, we are providing the following responses to the comment letter.
To assist your review, we have retyped the text of the Staff’s comments in italics below. Page references in the text of this letter correspond to the pages of Draft Amendment No. 2. Unless otherwise defined below, terms defined in Draft
Amendment No. 2 and used below shall have the meanings given to them in Draft Amendment No. 2. The responses and information described below are based upon information provided to us by the Company.

Draft Amendment No. 2 includes the Company’s proposed draft of (i) two paragraphs including preliminary expectations of
financial results for the year ended December 31, 2019, to be included at the end of the “Our Company” subsection of the Summary section and (ii) the “Recent Developments” subsection of the Summary section. When
included in a filed version of Amendment No. 2, the bullets included in Annex A hereto will be replaced with the applicable amounts.

 2

 Notes to Condensed Consolidated Financial Statements

Note 4. Goodwill and Intangible Assets, Net

Intangible Assets, Net, page F-85

1.
 Please tell us and disclose the estimated aggregate amortization expenses for each of the next five
succeeding years. Refer to ASC 350-30-50-2.

The Company advises the Staff that the estimated aggregate amortization expenses for 2019 through 2023 and thereafter are disclosed in the
Company’s audited consolidated financial statements (page F-43) of Amendment No. 1. As set forth in the highlights of the Regulations Committee meeting with the Staff on June 11, 2003, the
Commission does not generally expect that the disclosures required by SFAS 142 (subsequently codified as ASC 350) be included in interim financial statements with the Commission because such financial statements are condensed rather than full
financial statements and because such accounts have not changed significantly in amount or composition in accordance with Article 10 of Regulation S-X. For ease of reference, the applicable portion of the
aforementioned meeting highlights is attached as Annex B hereto.

 Annex A, page A-1

2.
 Refer to your proposed “Recent Developments” section beginning on page A-1 of your response letter. We note statements that your actual results “may differ materially” from the estimates you are presenting. In addition, you caution investors against placing “undue
reliance” on this information. If you choose to disclose preliminary results, you should be able to assert that the actual results are not expected to differ materially from that reflected in the preliminary results. Accordingly, please remove
these statements, or explain why the presentation of this information alongside a disclaimer that the preliminary financial information could differ materially provides meaningful disclosure to investors.

The Company has revised its disclosure on pages 10 and 12 in response to the Staff’s comment to remove the statements noted by the Staff.

3.
 Refer to the second paragraph on page A-1 of your response letter.
Please tell us why you believe presenting revenue and income information for the year ended December 31, 2019 without presenting additional financial measures and narrative disclosure related to your costs or gross margin would permit investors
to draw appropriate conclusions regarding your financial condition. See Regulation S-K Item 10(b)(2).

In response to the Staff’s comments, the Company is adding the line item income from operations to its disclosure in the second paragraph
of page 3 and the related table of preliminary financial results on page 10. The rationale is that income from operations, along with revenue and net income attributable to common stockholders of PPD, Inc., permit investors to draw appropriate
conclusions regarding the Company’s financial condition. The inclusion of income from operations will allow investors to easily calculate total operating costs and expenses, on a GAAP basis, by taking the difference between revenue, which is
included in the Company’s disclosures and this incremental disclosure of income from operations. In addition, the Company advises the Staff that a “gross profit” measure or calculation is not disclosed within the Company’s
statement of operations and is not a metric that is widely reported by other registrants within the Company’s industry.

 3

4.
 We note you intend to disclose the basis point change in Adjusted EBITDA margin in your preliminary
financial results overview for the year ended December 31, 2019. Please disclose how Adjusted EBITDA margin is determined and how it is used by management. In order to present this Non-GAAP financial
measure using a basis point method, the comparable GAAP measure must also be presented and defined. Please refer to the Commission’s 2003 Final Rule No. 33-8176, Conditions for Use of Non-GAAP Financial Measures, Section 3(b) on requirements of Regulation G. Please provide the above information or remove the discussion on the change in Adjusted EBITDA margin.

The Company has revised its disclosure on page 3 in response to the Staff’s comment and deleted references to Adjusted EBITDA margin.

* * * * * * *

 Please call me (650-251-5110) if you wish to discuss our responses to the comment letter.

Very truly yours,

 /s/ William B. Brentani

William B. Brentani

cc:
 B. Judd Hartman, Executive Vice President, General Counsel and Chief Administrative Officer, PPD, Inc.

 Jason M. Licht, Latham & Watkins, LLP

 Annex A

Select Proposed Changed Pages to Amendment No. 2

[See Attached]

  As filed with the Securities and Exchange Commission on January
    , 2020.

  Registration No. 333-235860

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  AMENDMENT
NO. 2

  TO

FORM S-1

REGISTRATION STATEMENT

UNDER

 THE
SECURITIES ACT OF 1933

PPD, Inc.

 (Exact name of
registrant as specified in its charter)

Delaware

8731

45-3806427

 (State or other jurisdiction of

incorporation or organization)

 (Primary Standard Industrial

Classification Code Number)

 (I.R.S. Employer

Identification Number)

929 North Front Street

Wilmington, North Carolina 28401

(910) 251-0081

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

B. Judd Hartman

 Executive
Vice President, General Counsel and Chief Administrative Officer

 PPD, Inc.

929 North Front Street

Wilmington, North Carolina 28401

(910) 251-0081

(Name, address, including zip code, and telephone number, including area code, of agent for service)

With copies to:

 William B. Brentani

Simpson Thacher & Bartlett LLP

2475 Hanover Street

 Palo
Alto, California 94304

 Tel: (650) 251-5000

Fax: (650) 251-5002

 Patrick H. Shannon

Jason M. Licht

Latham & Watkins, LLP

555 Eleventh Street, NW—Suite 1000

Washington, D.C. 20004

 Tel:
(202) 637-2200

 Fax: (202) 637-2201

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this registration
statement.

 If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415
under the Securities Act of 1933 check the following box.  ☐

 If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the
Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

 If
this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same
offering.  ☐

 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.  ☐

The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the
Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall
become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

•

 Increased net authorizations from $2,491.6 million for 2015 to $3,421.0 million for 2018, representing a CAGR of
11.1%.

(1)
 Amounts are presented on an ASC 605 (as defined below) basis for comparability, as described in
“—Summary Consolidated Financial Data” below.

  On January 1, 2018, the Company adopted Accounting
Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Our consolidated financial data for the periods beginning January 1, 2018 and thereafter are presented in accordance with
ASC 606. Prior to January 1, 2018, the Company applied the accounting guidance from the application of ASC Topic 605, Revenue Recognition (“ASC 605”). As described in the “—Summary Consolidated Financial
Data” below, our consolidated financial data for the year ended December 31, 2018 has been presented on both an ASC 606 and ASC 605 basis to provide greater comparability of our operating results during 2018, consistent with the modified
retrospective adoption approach.

   Based on the midpoint of the ranges of our preliminary expectations of financial results for the
year ended December 31, 2019 provided under “—Recent Developments” below, we expect to report year over year revenue growth of [●]%, income from operations growth of [●]%, net income growth of [●]%, Adjusted
EBITDA growth of [●]% and net authorization growth of [●]% for 2019 (revenue, income from operations, net income and Adjusted EBITDA are determined on an “ASC 606” basis as described in “—Summary Consolidated
Financial Data” below).

  Our Markets

The drug development process involves the testing of drug candidates to demonstrate safety and efficacy in order to meet regulatory
requirements. Developing new drugs for the treatment of human disease is an extremely expensive, complex, high-risk and time-consuming process. It is estimated that bringing a new drug or medical device to market can take up to 15 years and cost
$2.5 billion or more. The drug development process consists of two stages: pre-clinical and clinical. The clinical stage is the most time-consuming and expensive part of the drug development process.
During the clinical stage, the drug candidate undergoes a series of tests in humans, including healthy volunteers, as well as participants with the targeted disease or condition. Human trials usually start on a small scale to assess safety, efficacy
and dosage (Phase I–II) and then expand to larger trials (Phase III) to test efficacy and safety in the target population. Phase IV, or post-approval trials, involve monitoring or verifying the risks and benefits of a drug product.

 3

•

 our ability to generate cash flow to service our substantial debt obligations; and

•

 other factors set forth under “Risk Factors” in this prospectus.

2017 Recapitalization Transaction

In May 2017, the Company and the Majority Sponsors completed a recapitalization (the “Recapitalization”) of Jaguar Holding Company I
(“Jaguar I”), the then indirect parent of Pharmaceutical Product Development, LLC and now indirect wholly owned subsidiary of PPD, Inc. The Recapitalization was effected through two mergers that resulted in Jaguar I becoming an indirect
wholly owned subsidiary of PPD, Inc. Prior to the Recapitalization, Jaguar I was majority owned and jointly controlled by the Majority Sponsors. Subsequent to the Recapitalization, the Company, and indirectly, Jaguar I, continue to be majority owned
and jointly controlled by the Majority Sponsors, through different affiliated investment funds, by rolling over existing equity and investing new equity of the Majority Sponsors into PPD, Inc., in connection with the Recapitalization. Additionally,
two investors, Blue Spectrum and the GIC Holder, both obtained direct minority ownership interests in PPD, Inc. through the Recapitalization. Prior to the Recapitalization, the controlling Majority Sponsors owned approximately 99.4% of the Company,
with the remainder owned by management and the independent directors. Subsequent to the Recapitalization, the controlling Majority Sponsors owned approximately 80.6% of the Company, GIC Private Limited (“GIC”) (through the GIC Holder) and
the Abu Dhabi Investment Authority (“ADIA”) (through Blue Spectrum) owned approximately 18.3% of the Company, and the remainder was owned by management and the independent directors. See “Principal Stockholders” for more
information on the Sponsors’ existing ownership interest in PPD, Inc.

 In connection with the Recapitalization, in May 2017, Eagle
II, a direct subsidiary of PPD, Inc., issued $550.0 million in aggregate principal amount of Initial Holdco Notes which were used to pay, in part, the cash consideration for the Recapitalization and fees and expenses related to the Recapitalization.
In May 2019, Eagle II issued $900.0 million in aggregate principal amount of Additional Holdco Notes to fund the payment of dividends and distributions to PPD, Inc., which PPD, Inc. used, together with cash on hand, to pay a special dividend of
$1,086.0 million to its stockholders, as well as fees and expenses associated with the issuance of the Additional Holdco Notes.

 For
additional information on the Recapitalization, see Note 2 to our audited consolidated financial statements included elsewhere in this prospectus.

Recent Developments

 November 2019
Dividend

 In November 2019, the Company declared, and subsequently paid, a special cash dividend to its stockholders of $160.0 mill