Designated Filer: |
Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
March 4, 2019 |
EXPLANATION OF RESPONSES
(1) Each share of Class B Common Stock of Alteryx, Inc. (the Issuer) is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock, par value $0.0001 per share (Class A Common Stock). On March 4, 2019, Insight Venture Partners Coinvestment Fund III, L.P. (IVP Coinvestment III) converted 725,171 shares of Class B Common Stock into 725,171 shares of Class A Common Stock and Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. (IVP Coinvestment Delaware III) converted 524,829 shares of Class B Common Stock into 524,829 shares of Class A Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.
(2) Effective March 4, 2019, the Insight Coinvestment III Funds (as defined below) distributed an aggregate of 1,250,000 shares of Class A Common Stock of the Issuer to their partners on a pro rata basis in accordance with their respective ownership interests as determined in accordance with the applicable limited partnership agreements of such entities, with no consideration being paid in connection therewith (the Initial Distribution).
In connection with the Initial Distribution, Insight Venture Associates Coinvestment III, L.P. (IVA Coinvestment III), the general partner of the Insight Coinvestment III Funds (as defined below) acquired direct ownership of 786,657 shares of Class A Common Stock of the Issuer. On March 4, 2019, IVA Coinvestment III distributed 794,218 shares of Class A Common Stock of the Issuer which consists of the 786,657 shares received on March 4, 2019 and the 7,561 shares of Class A Common Stock of the Issuer previously owned, as reported on the Form 4 filed on September 12, 2018, pro rata to its partners in accordance with their respective ownership interests as determined in accordance with the limited partnership agreement of IVA Coinvestment III. Following the distribution by IVA Coinvestment III, IVA Coinvestment III holds 0 shares of the Issuer.
(3) Held directly by IVP Coinvestment Fund III.
(4) Held directly by IVP Coinvestment Fund (Delaware). IVP Coinvestment III and IVP Coinvestment Delaware III are together referred to as the Insight Coinvestment III Funds.
Designated Filer: |
Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
March 4, 2019 |
JOINT FILERS NAMES AND ADDRESSES
1. Insight Venture Partners Coinvestment Fund III, L.P.
2. Insight Venture Partners Coinvestment Fund (Delaware) III, L.P.
3. Insight Venture Associates Coinvestment III, L.P.
4. Insight Venture Associates Coinvestment III, Ltd.
5. Insight Holdings Group, LLC
The business address for each of the above reporting persons is:
c/o Insight Venture Partners
1114 Avenue of the Americas, 36th Floor
New York, NY 10036
JOINT FILER INFORMATION
209,429 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners VIII, L.P. (IVP VIII), 54,173 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners (Cayman) VIII, L.P. (IVP Cayman VIII), 66,424 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners (Delaware) VIII, L.P. (IVP Delaware VIII), and 7,474 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners VIII (Co-Investors), L.P. (IVP Co-Investors VIII and, together with IVP VIII, IVP Cayman VIII and IVP Delaware VIII, the IVP VIII Funds). 195,796 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners Coinvestment Fund III, L.P. (IVP Coinvestment III) and 141,704 shares of Class A Common Stock of the Issuer are held by Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. (IVP Coinvestment Delaware and, together with the IVP VIII Funds, and IVP Coinvestment III the IVP Funds). 23,047 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Associates VIII, L.P. (IVA VIII), and 0 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Associates Coinvestment III, L.P. (IVA Coinvestment III). 67,304 shares of Class A Common Stock of the Issuer are held of record by IVP (Venice), L.P. (IVP Venice).
The amount listed as owned by each IVP VIII Fund may be deemed to be attributable to each of the other IVP VIII Funds, IVA VIII, Insight Venture Associates VIII, Ltd. (IVA VIII Ltd) and Insight Holdings Group, LLC (Holdings) because Holdings is the sole shareholder of IVA VIII Ltd, which in turn is the general partner of IVA VIII, which in turn is the general partner of each of the IVP VIII Funds. Accordingly, the amount listed as owned by IVA VIII may be deemed to be attributable to IVA VIII Ltd and Holdings.
The amount listed as owned by IVP Coinvestment III may be deemed attributable to IVP Coinvestment Delaware, IVA Coinvestment III, Insight Venture Associates Coinvestment III, Ltd. (IVA Coinvestment III Ltd.) and Holdings because Holdings is the sole shareholder of IVA Coinvestment III Ltd., which in turn is the general partner of IVA Coinvestment III, which is the general partner of IVP Coinvestment III and IVP Coinvestment Delaware . Accordingly, the amount listed as owned by IVA Coinvestment III may be deemed attributable to Holdings.
The amount list as owned by IVP Venice may be deemed attributable to Holdings because Holdings is the sole shareholder of Insight Venture Associates X, Ltd. (IVA X), which is the general partner of IVP GP (Venice), LLC (IVP GP Venice), which in turn is the general partner of IVP Venice.
Each of Jeffrey Horing, Deven Parekh, Peter Sobiloff, Michael Triplett and Jeffrey Lieberman is a member of the board of managers of Holdings and as such shares voting and dispositive power over the shares held of record by the IVP Funds, IVA VIII, IVP Venice and IVA Coinvestment III. The foregoing is not an admission by (i) IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd. or Holdings that it is the beneficial owner of the shares held of record by the IVP Funds, (ii) IVA X, IVP GP Venice or Holdings that it is the beneficial owner of the shares held of record by IVP Venice, (iii) IVA VIII Ltd or Holdings that it is the beneficial owner of the shares held of record by IVA VIII, or (iv) IVA Coinvestment III Ltd. or Holdings that it is the beneficial owner of the shares held of record by IVA Coinvestment III. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by any of the IVP Funds, IVA VIII, IVP Venice or IVA Coinvestment III, except to the extent of his pecuniary interest therein.
The address of each of the entities and persons identified in this Exhibit 99.3 is c/o Insight Venture Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.
Designated Filer: |
Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
March 4, 2019 |
JOINT FILERS SIGNATURES
INSIGHT VENTURE PARTNERS COINVESTMENT FUND III, L.P.
By: Insight Venture Associates Coinvestment III, L.P., its general partner
By: Insight Venture Associates Coinvestment III, Ltd., its general partner
By: |
/s/ Blair Flicker |
|
Name: Blair Flicker |
| |
Title: Authorized Signatory |
|
INSIGHT VENTURE PARTNERS COINVESTMENT FUND (DELAWARE) III, L.P.
By: Insight Venture Associates Coinvestment III, L.P., its general partner
By: Insight Venture Associates Coinvestment III, Ltd., its general partner
By: |
/s/ Blair Flicker |
|
Name: Blair Flicker |
| |
Title: Authorized Signatory |
|
INSIGHT VENTURE ASSOCIATES COINVESTMENT III, L.P.
By: Insight Venture Associates Coinvestment III, Ltd., its general partner
By: |
/s/ Blair Flicker |
|
Name: Blair Flicker |
| |
Title: Authorized Signatory |
|