0001104659-24-074892.txt : 20240625 0001104659-24-074892.hdr.sgml : 20240625 20240625215850 ACCESSION NUMBER: 0001104659-24-074892 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20240621 FILED AS OF DATE: 20240625 DATE AS OF CHANGE: 20240625 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Holdings Group, LLC CENTRAL INDEX KEY: 0001305473 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070495 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. CENTRAL INDEX KEY: 0001641159 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070490 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. CENTRAL INDEX KEY: 0001641176 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070489 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. CENTRAL INDEX KEY: 0001641177 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070491 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. CENTRAL INDEX KEY: 0001641225 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070492 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Growth-Buyout Coinvestment Ltd. CENTRAL INDEX KEY: 0001745336 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070494 BUSINESS ADDRESS: STREET 1: PO BOX 309 STREET 2: UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 2122309200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS 36 FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Growth-Buyout Coinvestment, L.P. CENTRAL INDEX KEY: 0001745337 ORGANIZATION NAME: STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41211 FILM NUMBER: 241070493 BUSINESS ADDRESS: STREET 1: PO BOX 309 STREET 2: UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 2122309200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS 36 FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: nCino, Inc. CENTRAL INDEX KEY: 0001902733 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 6770 PARKER FARM DRIVE CITY: WILMINGTON STATE: NC ZIP: 28405 BUSINESS PHONE: 910-275-5491 MAIL ADDRESS: STREET 1: 6770 PARKER FARM DRIVE CITY: WILMINGTON STATE: NC ZIP: 28405 FORMER COMPANY: FORMER CONFORMED NAME: Penny HoldCo, Inc. DATE OF NAME CHANGE: 20220104 4 1 tm2418273-3_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-06-21 0 0001902733 nCino, Inc. NCNO 0001305473 Insight Holdings Group, LLC C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001745336 Insight Venture Associates Growth-Buyout Coinvestment Ltd. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001745337 Insight Venture Associates Growth-Buyout Coinvestment, L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641225 Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641177 Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641159 Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0001641176 Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 1 0 1 0 0 Common Stock 2024-06-21 4 S 0 75415 31.5998 D 2756873 I See Footnote Common Stock 2024-06-21 4 S 0 39288 31.5998 D 2237707 I See Footnote Common Stock 2024-06-21 4 S 0 36126 31.5998 D 2057578 I See Footnote Common Stock 2024-06-21 4 S 0 44463 31.5998 D 2532403 I See Footnote Common Stock 2024-06-24 4 S 0 34639 31.5297 D 2748779 I See Footnote Common Stock 2024-06-24 4 S 0 27848 31.5297 D 2209859 I See Footnote Common Stock 2024-06-24 4 S 0 25606 31.5297 D 2031972 I See Footnote Common Stock 2024-06-24 4 S 0 31515 31.5297 D 2500888 I See Footnote See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 This Form 4 is the third of three Forms 4 filed relating to the same event. The Form 4 has been split into three filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. Each Form 4 is filed by Designated Filer, Insight Holdings Group, LLC. Jeffrey Horing, a member of the board of managers of Insight Holdings Group, LLC, serves on the Board of Directors of the Issuer (the "Board"). Solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), each of the Reporting Persons may be deemed to be a "director by deputization" of the Issuer as a result of the service of Mr. Horing on the Board. Exhibit List Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Signatures Exhibit 99.3 - Joint Filer Information Insight Holdings Group, LLC, by Andrew Prodromos, its Authorized Signatory /s/Andrew Prodromos 2024-06-25 EX-99.1 2 tm2418273d3_ex99-1.htm EXHIBIT 99.1

 

EXHIBIT 99.1

 

EXPLANATION OF RESPONSES

 

(1)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.400 to $31.815, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1).

 

(2)Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P.

 

(3)Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P.

 

(4)Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P.

 

(5)Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P.

 

(6)The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.500 to $31.765, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6).

 

 

 

 EX-99.2 3 tm2418273d3_ex99-2.htm EXHIBIT 99.2

 

EXHIBIT 99.2

 

JOINT FILERS’ SIGNATURES

 

INSIGHT HOLDINGS GROUP, LLC    
     
By: /s/Andrew Prodromos   Date: 6/25/24 
Name: Andrew Prodromos    
Title: Attorney-in-Fact    

 

INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, LTD.    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    
     
INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, L.P.    
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    
     
INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND, L.P.    
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P., its general partner    
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    
     
INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (CAYMAN), L.P.    
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P., its general partner    
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    

 

 

 

 

INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (DELAWARE), L.P.    
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P., its general partner    
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    
     
INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (B), L.P.    
By: Insight Venture Associates Growth-Buyout Coinvestment, L.P., its general partner    
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner    
     
By: /s/Andrew Prodromos   Date: 6/25/24
Name: Andrew Prodromos    
Title: Authorized Officer    

 

 

 

 EX-99.3 4 tm2418273d3_ex99-3.htm EXHIBIT 99.3

 

EXHIBIT 99.3

 

JOINT FILER INFORMATION

 

1,248,261 shares of common stock are held of record by Insight SN Holdings, LLC (“IVP X HoldCo 1”), 1,405,416 shares of common stock are held of record by Insight SN Holdings 2, LLC (“IVP X Holdco 2”), 2,125,473 shares of common stock are held of record by Insight Venture Partners (Cayman) X, L.P. (“IVP Cayman X”) and 411,152 shares of common stock are held of record by Insight Venture Partners (Delaware) X, L.P. (“IVP Delaware X” and, together with IVP X Holdco 1, IVP X Holdco 2 and IVP Cayman X, the “IVP X Entities”).

 

The amount listed as owned by each IVP X Entity may be deemed to be attributable to each of the other IVP X Entities, Insight Venture Partners X, L.P. (“IVP X”), Insight Venture Partners X (Co-Investors), L.P. (“IVP Co-Investors X”), Insight Venture Associates X, L.P. (“IVA X”), Insight Venture Associates X, Ltd. (“IVA X Ltd”) and Insight Holdings Group, LLC (“Holdings”), because Holdings is the sole shareholder of IVA X Ltd, which in turn is the general partner of IVA X, which in turn is the general partner of each of IVP X, IVP Cayman X, IVP Delaware X and IVP Co-Investors X, and IVP X and IVP Co-Investors X in turn are the sole members of each of IVP X HoldCo 1 and IVP X HoldCo 2.

 

6,763,910 shares of common stock are held of record by Insight Venture Partners IX, L.P. (“IVP IX”), 3,360,825 shares of common stock are held of record by Insight Venture Partners (Cayman) IX, L.P. (“IVP Cayman IX”), 716,636 shares of common stock are held of record by Insight Venture Partners (Delaware) IX, L.P. (“IVP Delaware IX”) and 135,015 shares of common stock are held of record by Insight Venture Partners IX (Co-Investors), L.P. (“IVP Co-Investors IX” and, together with IVP IX, IVP Cayman IX and IVP Delaware IX, the “IVP IX Funds”).

 

The amount listed as owned by each IVP IX Fund may be deemed to be attributable to each of the other IVP IX Funds, Insight Venture Associates IX, L.P. (“IVA IX”), Insight Venture Associates IX, Ltd. (“IVA IX Ltd”) and Holdings, because Holdings is the sole shareholder of IVA IX Ltd, which in turn is the general partner of IVA IX, which in turn is the general partner of each of the IVP IX Funds.

 

2,748,779 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. (“IVP Coinvestment”), 2,209,859 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. (“IVP Coinvestment Cayman”), 2,031,972 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. (“IVP Coinvestment Delaware”) and 2,500,888 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. (“IVP Coinvestment (B)” and, together with IVP Coinvestment, IVP Coinvestment Cayman and IVP Coinvestment Delaware, the “IVP Coinvestment Funds” and, IVP Coinvestment Funds together with the IVP X Entities and the IVP IX Funds, the “Funds”).

 

The amount listed as owned by each IVP Coinvestment Fund may be deemed to be attributable to each of the other IVP Coinvestment Funds, Insight Venture Associates Growth-Buyout Coinvestment, L.P. (“IVA Coinvestment”), Insight Venture Associates Growth-Buyout Coinvestment, Ltd. (“IVA Coinvestment Ltd”) and Holdings, because Holdings is the sole shareholder of IVA Coinvestment Ltd, which in turn is the general partner of IVA Coinvestment, which in turn is the general partner of each of the IVP Coinvestment Funds.

 

Each of Jeffrey Horing, Deven Parekh, Jeffrey Lieberman and Michael Triplett is a member of the board of managers of Holdings and may be deemed to have shared voting and dispositive power over the shares held of record by the Funds. The foregoing is not an admission by IVA IX, IVA IX Ltd, IVA Coinvestment, IVA Coinvestment Ltd, IVA X, IVA X Ltd or Holdings that it is the beneficial owner of the shares held of record by the Funds. Each of Messrs. Horing, Parekh, Lieberman and Triplett disclaims beneficial ownership of the shares held by the Funds, except to the extent of his pecuniary interest therein, if any.

 

The address of each of the entities and persons identified in this Exhibit 99.3 is c/o Insight Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.