Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
SentinelOne, Inc.
(Name of Issuer)
Class A Common Stock, $0.0001 Par Value Per Share
(Title of Class of Securities)
81730H 10 9
(CUSIP Number)
Andrew Prodromos
Deputy General Counsel and Chief Compliance Officer
Insight Partners
1114 Avenue of the Americas, 36th Floor
New York, NY 10036
(212) 230-9200
With a copy to:
Matthew J. Guercio
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019
(212) 728-8000
Authorized to Receive Notices and Communications)
January 5, 2024
(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 Rule 240.13d-7 for other parties to whom
copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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 (the “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).
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Partners X, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
12,555,247 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
12,555,247 (1)
|
||||
11
|
AGGREGATE AM
OUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,555,247 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.5% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Partners (Cayman) X, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
10,295,453 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
10,295,453 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,295,453 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.7% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Partners (Delaware) X, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
1,991,555 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
1,991,555 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,991,555 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Partners X (Co-Investors), L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
298,734 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
298,734 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
298,734 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners XI, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
974,484 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
974,484 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
974,484 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners (Cayman) XI, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
1,067,598 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
1,067,598 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,067,598 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners (Delaware) XI, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
136,313 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
136,313 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,313 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners XI (Co-Investors), L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
16,227 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
16,227 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,227 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners XI (Co-Investors) (B), L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
&
#xA0; (b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
22,366 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
22,366 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,366 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners (EU) XI, S.C.Sp.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
126,623 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
126,623 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
126,623 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X Follow-On Fund, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
59,988 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
59,988 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
59,988 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Cayman) Follow-On Fund, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
85,401 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
85,401 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
85,401 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Delaware) Follow-On Fund, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
10,456 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
10,456 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,456 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Co-Investors) Follow-On Fund, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
; (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
5,785 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
5,785 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,785 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Associates X, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
25,140,989 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
25,140,989 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
25,140,989 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Venture Associates X, Ltd.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
25,140,989 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
25,140,989 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
25,140,989 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Associates XI, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
2,216,988 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
2,216,988 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,216,988 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.8% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Associates XI, Ltd.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
2,216,988 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
2,216,988 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,216,988 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.8% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Associates (EU) XI, S.a.r.l.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
126,623 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
126,623 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
126,623 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Associates Fund X Follow-On, L.P.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
161,630 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
161,630 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
161,630 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Associates Fund X Follow-On, Ltd.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
161,630 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
161,630 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
161,630 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
(1)
|
See Item 5.
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|||||
1
|
NAMES OF REPORTING PERSONS
Insight Holdings Group, LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|||
8
|
SHARED VOTING POWER
27,646,230 (1)
|
||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||
10
|
SHARED DISPOSITIVE POWER
27,646,230 (1)
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,646,230 (1)
|
||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.0% (1)
|
||||
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
(1)
|
See Item 5.
|
This Amendment No. 4 to Schedule 13D (this “Amendment No. 4”) is being filed on behalf of the Reporting Persons (as defined below) with respect to the
shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of SentinelOne, Inc., a Delaware corporation (the “Issuer”), to amend the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “SEC”) on
July 12, 2021, as amended by Amendment No. 1 thereto filed on December 15, 2021, Amendment No. 2 thereto filed on September 2, 2022 and Amendment No. 3 thereto filed on March 31, 2023 (the “Schedule 13D”), on behalf of the following persons
(each, a “Reporting Person”, and collectively, the “Reporting Persons”): (i) Insight Venture Partners X, L.P., a Cayman Islands exempted limited partnership (“IVP X”); (ii) Insight Venture Partners (Cayman) X, L.P., a Cayman Islands exempted
limited partnership (“IVP Cayman X”); (iii) Insight Venture Partners (Delaware) X, L.P., a Delaware limited partnership (“IVP Delaware X”); (iv) Insight Venture Partners X (Co-Investors), L.P., a Cayman Islands exempted limited partnership (“IVP
Co-Investors X” and, together with IVP X, IVP Cayman X and IVP Delaware X, the “IVP X Funds”); (v) Insight Partners XI, L.P., a Cayman Islands exempted limited partnership (“IP XI”); (vi) Insight Partners (Cayman) XI, L.P., a Cayman Islands
exempted limited partnership (“IP Cayman XI”); (vii) Insight Partners (Delaware) XI, L.P., a Delaware limited partnership (“IP Delaware XI”); (viii) Insight Partners XI (Co-Investors), L.P., a Cayman Islands exempted limited partnership (“IP
Co-Investors XI”); (ix) Insight Partners XI (Co-Investors) (B), L.P., a Cayman Islands exempted limited partnership (“IP Co-Investors B XI”); (x) Insight Partners (EU) XI, S.C.Sp., a Luxembourg special limited partnership (“IP EU XI” and,
together with IP XI, IP Cayman XI, IP Delaware XI, IP Co-Investors XI and IP Co-Investors B XI, the “IP XI Funds”); (xi) Insight Partners Fund X Follow-On Fund, L.P., a Cayman Islands exempted limited partnership (“IP X FOF”); (xii) Insight
Partners Fund X (Cayman) Follow-On Fund, L.P., a Cayman Islands exempted limited partnership (“IP X Cayman FOF”); (xiii) Insight Partners Fund X (Delaware) Follow-On Fund, L.P., a Delaware limited partnership (“IP X Delaware FOF”); (xiv) Insight
Partners Fund X (Co-Investors) Follow-On Fund, L.P., a Cayman Islands exempted limited partnership (“IP X Co-Investors FOF” and, together with IP X FOF, IP X Cayman FOF and IP X Delaware FOF, the “IP X FOF Funds”); (xv) Insight Venture Associates
X, L.P., a Cayman Islands exempted limited partnership (“IVA X”); (xvi) Insight Venture Associates X, Ltd., a Cayman Islands exempted company (“IVA X Ltd”); (xvii) Insight Associates XI, L.P., a Cayman Islands exempted limited partnership (“IA
XI”); (xviii) Insight Associates XI, Ltd., a Cayman Islands exempted company (“IA XI Ltd”); (xix) Insight Associates (EU) XI, S.a.r.l., a Luxembourg limited liability company (“IA EU XI”); (xx) Insight Associates Fund X Follow-On, L.P., a Cayman
Islands exempted limited partnership (“IA X FOF”); (xxi) Insight Associates Fund X Follow-On, Ltd., a Cayman Islands exempted company (“IA X FOF Ltd”); and (xxii) Insight Holdings Group, LLC, a Delaware limited liability company (“Holdings”).
This Amendment No. 4 is being filed to reflect changes in the number of issued and outstanding shares of the Issuer’s Class A Common Stock and the issued and outstanding shares of Class B Common Stock (the “Class B Common Stock”), in each case,
as reported in the Issuer’s quarterly report for the quarterly period ended October 31, 2023, as filed with the SEC on December 5, 2023 (the “10-Q”), and to reflect changes in the number of the Class A Common Stock and Class B Common Stock
beneficially owned by the Reporting Persons.
This Amendment No. 4 is being filed to amend Item 3 and 5 of the Schedule 13D as follows:
Item 3. Source and Amount of Funds or Other Considerations.
Item 3 of the Schedule 13D is amended to add the following:
On November 28, 2023, 3,444,363 shares of Class B Common Stock held by the Reporting Persons were converted into an equal number of
shares of Class A Common Stock.
On January 3, 2024, the Reporting Persons sold 437,882 shares of Class A Common Stock in open market transactions at a weighted
average price per share of $24.56. The shares of Class A Common Stock were sold in multiple transactions at prices ranging from $24.18 to $24.96, inclusive.
On January 4, 2024, the Reporting Persons sold 462,118 shares of Class A Common Stock in open market transactions at a weighted
average price per share of $23.85. The shares of Class A Common Stock were sold in multiple transactions at prices ranging from $23.50 to $24.13, inclusive.
On January 5, 2024, 70,348 shares of Class B Common Stock held by the Reporting Persons were converted into an equal number of
shares of Class A Common Stock.
Also on January 5, 2024, the Reporting Persons sold 6,100,000 shares of Class A Common Stock in open market transactions at a
weighted average price per share of $22.76. The shares of Class A Common Stock were sold in multiple transactions at prices ranging from $22.75 to $23.52, inclusive.
The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request,
full information regarding the number of shares sold at each separate price.
Item 5. Interest in Securities of the Issuer.
Items 5(a), 5(b) and 5(c) of the Schedule 13D are amended as follows:
(a) and (b)
On the date hereof, the Reporting Persons beneficially own directly and/or indirectly the following shares:
Reporting Person
|
Shares of Class A Common Stock
|
Shares of Class B Common Stock (1)
|
Percentage of Class A Common Stock (2)(3)
|
Insight Venture Partners X, L.P.
|
-
|
12,555,247
|
4.5%
|
Insight Venture Partners (Cayman) X, L.P.
|
-
|
10,295,453
|
3.7%
|
Insight Venture Partners (Delaware) X, L.P.
|
-
|
1,991,555
|
0.7%
|
Insight Venture Partners X (Co-Investors), L.P.
|
-
|
298,734
|
0.1%
|
Insight Partners XI, L.P.
|
-
|
974,484
|
0.4%
|
Insight Partners (Cayman) XI, L.P.
|
-
|
1,067,598
|
0.4%
|
Insight Partners (Delaware) XI, L.P.
|
-
|
136,313
|
0.0%
|
Insight Partners XI (Co-Investors), L.P.
|
-
|
16,227
|
0.0%
|
Insight Partners XI (Co-Investors) (B), L.P.
|
-
|
22,366
|
0.0%
|
Insight Partners (EU) XI, S.C.Sp.
|
-
|
126,623
|
0.0%
|
Insight Partners Fund X Follow-On Fund, L.P.
|
59,988
|
-
|
0.0%
|
Insight Partners Fund X (Cayman) Follow-On Fund, L.P.
|
85,401
|
-
|
0.0%
|
Insight Partners Fund X (Delaware) Follow-On Fund, L.P.
|
10,456
|
-
|
0.0%
|
Insight Partners Fund X (Co-Investors) Follow-On Fund, L.P.
|
5,785
|
-
|
0.0%
|
Insight Venture Associates X, L.P.
|
-
|
25,140,989
|
9.1%
|
Insight Venture Associates X, Ltd.
|
-
|
25,140,989
|
9.1%
|
Insight Associates XI, L.P.
|
-
|
2,216,988
|
0.8%
|
Insight Associates XI, Ltd.
|
-
|
2,216,988
|
0.8%
|
Insight Associates (EU) XI, S.a.r.l.
|
-
|
126,623
|
0.0%
|
Insight Associates Fund X Follow-On, L.P.
|
161,630
|
-
|
0.1%
|
Insight Associates Fund X Follow-On, Ltd.
|
161,630
|
-
|
0.1%
|
Insight Holdings Group, LLC
|
161,630
|
27,484,600
|
10.0%
|
(1)
|
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time and will convert
automatically upon certain transfers and upon the earlier of (i) the date specified by a vote of the holders of 66 2/3% of the then outstanding shares of Class B Common Stock, (ii) seven years from the effective date of the IPO (as
defined in the Schedule 13D), (iii) the first date following the IPO on which the number of shares of outstanding Class B Common Stock (including shares of Class B Common Stock subject to outstanding stock options) held by Tomer
Weingarten, including certain entities that Mr. Weingarten controls, is less than 25% of the number of shares of Class B Common Stock (including shares of Class B Common Stock subject to outstanding stock options) that Mr. Weingarten
originally held as of the date of the IPO, (iv) the date fixed by the Issuer’s board of directors (the “Board”), following the first date following the completion of the IPO when Mr. Weingarten is no longer providing services to the
Issuer as an officer, employee, consultant or member of the Board, (v) the date fixed by the Board following the date, if applicable, on which Mr. Weingarten is terminated for cause, as defined in the Issuer’s restated certificate of
incorporation, and (vi) the date that is 12 months after the death or disability, as defined in the Issuer’s restated certificate of incorporation, of Mr. Weingarten.
|
(2)
|
Based on the quotient obtained by dividing (a) the aggregate number of shares of Class A Common Stock and Class B Common
Stock beneficially owned by the Reporting Person, by (b) the sum of (i) 248,749,783 shares of Class A Common Stock outstanding as of December 1, 2023, as reported in the 10-Q, and (ii) the number of shares of Class B Common Stock
beneficially owned by the Reporting Persons. The number of shares of Class B Common Stock beneficially owned by the Reporting Person(s) are treated as converted into Class A Common Stock only for the purpose of computing the percentage
ownership of the Reporting Person for the purpose hereof.
|
(3)
|
The Class B Common Stock has 20 votes per share, and the Class A Common Stock has one vote per share. The percentage ownership of the Reporting Person reported herein does not give effect to the 20 votes per share of Class B Common Stock because the shares of Class
B Common Stock are treated as converted into Class A Common Stock for the purpose hereof.
|
On the date hereof, the Reporting Persons beneficially own an aggregate of 161,630 shares of Class A Common Stock and 27,484,600
shares of Class B Common Stock, which represent approximately 10.0% of the Class A Common Stock outstanding (calculated in accordance with footnote (2) above). If all outstanding shares of Class B Common Stock (as reported in the 10-Q) were
deemed converted into Class A Common Stock, the Reporting Persons would be deemed to beneficially own approximately 9.3% of the shares of Class A Common Stock deemed outstanding.
Each of the Reporting Persons shares voting and dispositive power over the shares of Class A Common Stock and Class B Common Stock held directly by the IVP X Funds, IP XI Funds and IP X FOF Funds.
Each of Holdings, IVA X Ltd, IA XI Ltd, IA X FOF Ltd, IVA X, IA XI, IA EU XI and IA X FOF expressly declares that nothing herein
shall be construed as an admission that it is, for the purposes of sections 13(d) or 13(g) of the Act or for any other purpose, the beneficial owner of any securities covered hereby.
To the Reporting Persons’ knowledge, no shares of Class A Common Stock or Class B Common Stock are beneficially owned by any
Scheduled Person (as defined in the Schedule 13D).
(c) The
information contained in Item 3 of this Amendment No. 4 is incorporated herein by reference, as applicable.
Exhibit 7.1
|
Joint Filing Agreement, dated July 12, 2021, by and among the Reporting Persons (incorporated by reference to Exhibit 7.1 to the Schedule 13D filed on behalf of the Reporting Persons with the SEC on July 12,
2021).
|
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: January 9, 2024
|
INSIGHT VENTURE PARTNERS X, L.P.
By: Insight Venture Associates X, L.P., its general partner
By: Insight Venture Associates X, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT VENTURE PARTNERS (CAYMAN) X, L.P.
By: Insight Venture Associates X, L.P., its general partner
By: Insight Venture Associates X, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT VENTURE PARTNERS (DELAWARE) X, L.P.
By: Insight Venture Associates X, L.P., its general partner
By: Insight Venture Associates X, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT VENTURE PARTNERS X (CO-INVESTORS), L.P.
By: Insight Venture Associates X, L.P., its general partner
By: Insight Venture Associates X, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS XI, L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS (CAYMAN) XI, L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS (DELAWARE) XI, L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS XI (CO-INVESTORS), L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS XI (CO-INVESTORS) (B), L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS (EU) XI, S.C.SP.
By: Insight Associates (EU) XI, S.a.r.l., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS FUND X FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general partner
By: Insight Associates Fund X Follow-On, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS FUND X (CAYMAN) FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general partner
By: Insight Associates Fund X Follow-On, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS FUND X (DELAWARE) FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general partner
By: Insight Associates Fund X Follow-On, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT PARTNERS FUND X (CO-INVESTORS) FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general partner
By: Insight Associates Fund X Follow-On, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT VENTURE ASSOCIATES X, L.P.
By: Insight Venture Associates X, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT VENTURE ASSOCIATES X, LTD.
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT ASSOCIATES XI, L.P.
By: Insight Associates XI, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT ASSOCIATES XI, LTD.
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT ASSOCIATES (EU) XI, S.A.R.L.
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT ASSOCIATES FUND X FOLLOW-ON, L.P.
By: Insight Associates Fund X Follow-On, Ltd., its general partner
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT ASSOCIATES FUND X FOLLOW-ON, LTD.
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: January 9, 2024
|
INSIGHT HOLDINGS GROUP, LLC
By: /s/ Andrew Prodromos
Name: Andrew Prodromos
Title: Attorney-in-Fact
|