Designated Filer: |
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Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
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Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
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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. On March 4, 2019, IVP VIII converted 775,661 shares of Class B Common Stock into 775,661 shares of Class A Common Stock, IVP Cayman VIII converted 200,641 shares of Class B Common Stock into 200,641 shares of Class A Common Stock, IVP Delaware VIII converted 246,016 shares of Class B Common Stock into 246,016 shares of Class A Common Stock and IVP VIII Co-Investors converted 27,682 shares of Class B Common Stock into 27,682 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 VIII 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 (the Initial Distributions).
In connection with the Initial Distributions, Insight Venture Associates VIII, L.P. (IVA VIII), the general partner of each of the Insight VIII Funds (as defined below), acquired direct ownership of 182,321 shares of Class A Common Stock of the Issuer (the Insight VIII Funds Distribution). On March 4, 2019, IVA VIII distributed 182,321 shares of Class A Common Stock of the Issuer pro rata to its partners in accordance with their respective ownership interests as determined in accordance with the limited partnership agreement of IVA VIII (the IVA VIII Distribution and, together with the Initial Distribution and the Insight VIII Funds Distribution, the Distribution) and continue to hold 762 shares of class A Common Stock of the Issuer that were previously distributed to IVA VIII, as reported on the Form 4 filed on September 12, 2018 and not distributed in turn to the holders of IVA VIII. In accordance with the limited partnership agreement of IVA VIII, 31,695 shares of Class A Common Stock of the Issuer were distributed to IVP (Venice), L.P., (IVP Venice), an entity controlled by Insight Holdings Group, LLC. The respective partners of the Insight Funds and IVA VIII, including IVP Venice, did not furnish any consideration in exchange for shares received in connection with the Distribution.
(3) Held by Insight Venture Partners VIII, L.P (IVP VIII).
(4) Held by Insight Venture Partners (Cayman) VIII, L.P. (IVP Cayman VIII).
(5) Held by Insight Venture Partners (Delaware) VIII, L.P. (IVP Delaware VIII).
(6) Held by Insight Venture Partners VIII (Co-Investors), L.P. (IVP VIII Co-Investors and together with IVP VIII, IVP Cayman VIII and IVP Delaware VIII, the Insight VIII Funds).
(7) Held directly by IVA VIII.
(8) Held directly by IVP (Venice), L.P.
Designated Filer: |
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Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
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Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
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March 4, 2019 |
JOINT FILERS NAMES AND ADDRESSES
1. Insight Venture Partners VIII, L.P.
2. Insight Venture Partners (Cayman) VIII, L.P.
3. Insight Venture Partners VIII (Co-Investors), L.P.
4. Insight Venture Partners (Delaware) VIII, L.P.
5. Insight Venture Associates VIII, Ltd.
6. Insight Venture Associates VIII, L.P.
7. Insight Holdings Group, LLC
8. IVP (Venice), L.P.
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). 762 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 manager 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: |
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Insight Holdings Group, LLC |
Issuer & Ticker Symbol: |
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Alteryx, Inc. [AYX] |
Date of Event Requiring Statement: |
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March 4, 2019 |
JOINT FILERS SIGNATURES
INSIGHT VENTURE PARTNERS VIII, L.P. |
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By: Insight Venture Associates VIII, L.P., its general partner |
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By: Insight Venture Associates VIII, Ltd., its general partner |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT VENTURE PARTNERS (CAYMAN) VIII, L.P. |
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By: Insight Venture Associates VIII, L.P., its general partner |
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By: Insight Venture Associates VIII, Ltd., its general partner |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT VENTURE PARTNERS (DELAWARE) VIII, L.P. |
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By: Insight Venture Associates VIII, L.P., its general partner |
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By: Insight Venture Associates VIII, Ltd., its general partner |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT VENTURE PARTNERS VIII (CO-INVESTORS), L.P. |
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By: Insight Venture Associates VIII, L.P., its general partner |
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By: Insight Venture Associates VIII, Ltd., its general partner |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT VENTURE ASSOCIATES VIII, L.P. |
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By: Insight Venture Associates VIII, Ltd., its general partner |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT VENTURE ASSOCIATES VIII, LTD. |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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INSIGHT HOLDINGS GROUP, LLC |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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IVP (VENICE), L.P. |
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By: |
/s/ Blair Flicker |
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Name: Blair Flicker |
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Title: Authorized Signatory |
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