0001209191-21-027557.txt : 20210420 0001209191-21-027557.hdr.sgml : 20210420 20210420160541 ACCESSION NUMBER: 0001209191-21-027557 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210420 FILED AS OF DATE: 20210420 DATE AS OF CHANGE: 20210420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NELSON JONATHAN M CENTRAL INDEX KEY: 0001035233 STATE OF INCORPORATION: RI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837884 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dominguez Michael J CENTRAL INDEX KEY: 0001320307 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837880 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, INC. STREET 2: 50 KENNEDY PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Phillips J. David CENTRAL INDEX KEY: 0001476657 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837883 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS STREET 2: 50 KENNEDY PLAZA, 18TH FLOOR CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Providence Butternut Co-Investment L.P. CENTRAL INDEX KEY: 0001831271 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837889 BUSINESS ADDRESS: STREET 1: PROVIDENCE EQUITY PARTNERS L.L.C. STREET 2: 50 KENNEDY PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 401-751-1700 MAIL ADDRESS: STREET 1: PROVIDENCE EQUITY PARTNERS L.L.C. STREET 2: 50 KENNEDY PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Providence Equity GP VII-A L.P. CENTRAL INDEX KEY: 0001857469 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837891 BUSINESS ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 401-751-1700 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Providence VII U.S. Holdings L.P. CENTRAL INDEX KEY: 0001854132 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837892 BUSINESS ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 401-751-1700 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tabet Karim A CENTRAL INDEX KEY: 0001857194 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837882 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tisdale Andrew A CENTRAL INDEX KEY: 0001857411 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837881 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Providence Public Master L.P. CENTRAL INDEX KEY: 0001857463 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40349 FILM NUMBER: 21837890 BUSINESS ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 401-751-1700 MAIL ADDRESS: STREET 1: C/O PROVIDENCE EQUITY PARTNERS, L.L.C. STREET 2: 50 KENNEDY PLAZA, 18TH FL CITY: PROVIDENCE STATE: RI ZIP: 02903 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DoubleVerify Holdings, Inc. CENTRAL INDEX KEY: 0001819928 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 822714562 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 233 SPRING STREET CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 212-631-2111 MAIL ADDRESS: STREET 1: 233 SPRING STREET CITY: NEW YORK STATE: NY ZIP: 10013 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-04-20 0 0001819928 DoubleVerify Holdings, Inc. DV 0001854132 Providence VII U.S. Holdings L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001857469 Providence Equity GP VII-A L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001857463 Providence Public Master L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001831271 Providence Butternut Co-Investment L.P. C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001035233 NELSON JONATHAN M C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001476657 Phillips J. David C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001857194 Tabet Karim A C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001857411 Tisdale Andrew A C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 0001320307 Dominguez Michael J C/O PROVIDENCE EQUITY PARTNERS L.L.C. 50 KENNEDY PLAZA, 18TH FL PROVIDENCE RI 02903 0 0 1 0 Common Stock 96140939 D Series A Preferred Stock Common Stock 2614561 I By Providence Public Master L.P. Series A Preferred Stock Common Stock 1743041 I By Providence Butternut Co-Investment L.P. The securities reported are held directly by Providence VII U.S. Holdings L.P. ("Providence VII") and may be deemed to be beneficially owned by Providence Equity GP VII-A L.P. ("Providence GP") because Providence GP is the general partner of Providence VII. Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez control Providence Holdco (International) GP Ltd. ("Holdco"), which is the general partner of Providence Fund Holdco (International) L.P. Providence Fund Holdco (International) L.P. is the general partner of PEP VII-A International Ltd., which is the general partner of Providence GP. Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence VII due to their relationships with Holdco. Each of Providence GP, Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez hereby disclaims beneficial ownership of the shares held by Providence VII, except to the extent of its or his pecuniary interest therein, and this form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this form. R. Davis Noell has separately filed a Form 3. The securities reported are held directly by Providence Public Master L.P., which has the right to acquire 871,520 shares of common stock of DoubleVerify Holdings, Inc. (the "Issuer") upon the conversion of 2,614,561 shares of Series A Preferred Stock at a conversion rate of one-third of a share of common stock for every three shares of Series A Preferred Stock. Such conversion may be effected at any time while such preferred shares are outstanding. Each outstanding share of Series A Preferred Stock will automatically convert into one-third of a share of common stock of the Issuer for no additional consideration upon the completion of the Issuer's initial public offering. Providence Public Master L.P. is an investment fund affiliated with Providence VII and thus Providence VII may be deemed to beneficially own the securities held by Providence Public Master L.P. The securities reported are held directly by Providence Butternut Co-Investment L.P., which has the right to acquire 581,014 shares of common stock of the Issuer upon the conversion of 1,743,041 shares of Series A Preferred Stock at a conversion rate of one-third of a share of common stock for every three shares of Series A Preferred Stock. Such conversion may be effected at any time while such preferred shares are outstanding. Each outstanding share of Series A Preferred Stock will automatically convert into one-third of a share of common stock of the Issuer for no additional consideration upon the completion of the Issuer's initial public offering. Providence Butternut Co-Investment L.P. is an investment fund affiliated with Providence VII and thus Providence VII may be deemed to beneficially own the securities held by Providence Butternut Co-Investment L.P. Exhibit List: Ex.24 - Power of Attorney Providence VII U.S. Holdings L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 2021-04-20 Providence Equity GP VII-A L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 2021-04-20 Providence Public Master L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 2021-04-20 Providence Butternut Co-Investment L.P.: /s/ Sarah N. Conde, Senior Legal Counsel & Chief Compliance Officer 2021-04-20 /s/ Sarah N. Conde, as Attorney-in-Fact for Jonathan M. Nelson 2021-04-20 /s/ Sarah N. Conde, as Attorney-in-Fact for J. David Phillips 2021-04-20 /s/ Sarah N. Conde, as Attorney-in-Fact for Karim A. Tabet 2021-04-20 /s/ Sarah N. Conde, as Attorney-in-Fact for Andrew A. Tisdale 2021-04-20 /s/ Sarah N. Conde, as Attorney-in-Fact for Michael J. Dominguez 2021-04-20 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY


Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Sarah N. Conde, Lucy Dobrin and Marc G. Puglia, and each of
them individually, the undersigned's true and lawful attorney-in-fact, with full
power and authority as hereinafter described on behalf of and in the name, place
and stead of the undersigned to:
(1)	prepare, execute, acknowledge, deliver and file (a) Forms 3, 4 and 5
(including any amendments thereto) with respect to the securities of
DoubleVerify Holdings, Inc. (the "Company"), with the United States Securities
and Exchange Commission and any national securities exchanges or similar
authority, as considered necessary or advisable under Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act") and (b) any and
all schedules (including any amendments thereto) relating to the securities of
the Company required to be filed in accordance with Section 13(d) of the
Exchange Act and the rules thereunder (together, the "Forms and Schedules");
(2)	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms and
Schedules, complete and execute any amendment or amendments thereto, and timely
file such Forms and Schedules with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and
(3)	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of each such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by each such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as he or she may approve in his or her
discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that each such attorney-in-fact, or his or
her substitute or substitutes, shall lawfully do or cause to be done by virtue
of this Power of Attorney and the rights and powers herein granted.  The
undersigned acknowledges that each such attorney-in-fact is serving in such
capacity at the request of the undersigned, and is not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 or Section 13 of the Exchange Act.
The Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file any Forms and Schedules with respect
to the undersigned's holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to each such attorney-in-fact.
[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 17th day of April, 2021.


/s/ Jonathan M. Nelson
Name: Jonathan M. Nelson


/s/ Robert Davis Noell
Name: Robert Davis Noell

/s/ J. David Phillips
Name: J. David Phillips

/s/ Karim A. Tabet
Name: Karim A. Tabet


/s/ Andrew A. Tisdale
Name: Andrew A. Tisdale


/s/ Michael J. Dominguez
Name: Michael J. Dominguez