0001140361-17-013121.txt : 20170324 0001140361-17-013121.hdr.sgml : 20170324 20170324094605 ACCESSION NUMBER: 0001140361-17-013121 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20170323 FILED AS OF DATE: 20170324 DATE AS OF CHANGE: 20170324 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alteryx, Inc. CENTRAL INDEX KEY: 0001689923 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 900673106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3345 MICHELSON DRIVE STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: (888) 836-4274 MAIL ADDRESS: STREET 1: 3345 MICHELSON DRIVE STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92612 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners VIII (Co-Investors), L.P. CENTRAL INDEX KEY: 0001578044 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711382 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners (Cayman) VIII, L.P. CENTRAL INDEX KEY: 0001574465 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711384 BUSINESS ADDRESS: STREET 1: P.O. BOX 309 UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: P.O. BOX 309 UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners VIII, L.P. CENTRAL INDEX KEY: 0001574478 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711385 BUSINESS ADDRESS: STREET 1: P.O. BOX 309 UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: P.O. BOX 309 UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates VIII, Ltd. CENTRAL INDEX KEY: 0001658537 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711387 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 Coinvestment Fund (Delaware) III, L.P. CENTRAL INDEX KEY: 0001607705 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711389 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Coinvestment Fund III, L.P. CENTRAL INDEX KEY: 0001607704 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711390 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners(Delaware) VIII, L.P. CENTRAL INDEX KEY: 0001574477 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711383 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates VIII, L.P. CENTRAL INDEX KEY: 0001658471 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711388 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36 TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 230 9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36 TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Holdings Group, LLC CENTRAL INDEX KEY: 0001305473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 17711386 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 3 1 doc1.xml FORM 3 X0206 3 2017-03-23 0 0001689923 Alteryx, Inc. AYX 0001574478 Insight Venture Partners VIII, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001574465 Insight Venture Partners (Cayman) VIII, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001574477 Insight Venture Partners(Delaware) VIII, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001578044 Insight Venture Partners VIII (Co-Investors), L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001607704 Insight Venture Partners Coinvestment Fund III, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001607705 Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658471 Insight Venture Associates VIII, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658537 Insight Venture Associates VIII, Ltd. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001305473 Insight Holdings Group, LLC C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Class B Common Stock Class A Common Stock 2737065 D Class B Common Stock Class A Common Stock 707999 D Class B Common Stock Class A Common Stock 868114 D Class B Common Stock Class A Common Stock 97682 D Class B Common Stock Class A Common Stock 2558905 D Class B Common Stock Class A Common Stock 1851959 D Class B Common Stock Class A Common Stock 4410862 I See footnotes Class B Common Stock Class A Common Stock 4410862 I See footnotes Class B Common Stock Class A Common Stock 8821724 I See footnotes Series B Preferred Stock Class B Common Stock 688504 D Series B Preferred Stock Class B Common Stock 178096 D Series B Preferred Stock Class B Common Stock 218372 D Series B Preferred Stock Class B Common Stock 24572 D Series B Preferred Stock Class B Common Stock 643689 D Series B Preferred Stock Class B Common Stock 465856 D Series B Preferred Stock Class B Common Stock 1109544 I See footnotes Series B Preferred Stock Class B Common Stock 1109544 I See footnotes Series B Preferred Stock Class B Common Stock 2219089 I See footnotes Series C Preferred Stock Class B Common Stock 567700 D Series C Preferred Stock Class B Common Stock 146848 D Series C Preferred Stock Class B Common Stock 180057 D Series C Preferred Stock Class B Common Stock 20261 D Series C Preferred Stock Class B Common Stock 530748 D Series C Preferred Stock Class B Common Stock 384118 D Series C Preferred Stock Class B Common Stock 914866 I See footnotes Series C Preferred Stock Class B Common Stock 914866 I See footnotes Series C Preferred Stock Class B Common Stock 1829732 I See footnotes See Exhibit 99.1 for footnote 1. See Exhibit 99.1 for footnote 2. See Exhibit 99.1 for footnote 3. See Exhibit 99.1 for footnote 4. See Exhibit 99.1 for footnote 5. See Exhibit 99.1 for footnote 6. See Exhibit 99.1 for footnote 7. Due to the limitation on the number of rows allowed on a Form 3, Insight Venture Associates Coinvestment III, L.P., which is the general partner of each of the Insight Coinvestment III Funds (as defined below) and Insight Venture Associates Coinvestment III, Ltd., which in turn is the general partner of Insight Venture Associates Coinvestment III, L.P., who may be deemed to hold beneficial ownership in the shares of the issuer, report such beneficial ownership on a separate Form 3. Exhibit List: Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Names and Addresses Exhibit 99.3 - Joint Filers' Signatures /s/ Insight Venture Associates VIII, L.P., its general partner 2017-03-24 /s/ Insight Venture Associates VIII, Ltd., its general partner 2017-03-24 EX-99.1 2 ex99_1.htm EXHIBIT 99.1
Exhibit 99.1
Explanation of Responses

  (1)
3,993,269 shares are held of record by Insight Venture Partners VIII, L.P. (“IVP VIII”).  1,032,943 shares are held of record by Insight Venture Partners (Cayman) VIII, L.P. (“IVP Cayman VIII”).   1,266,543 shares are held of record by Insight Venture Partners (Delaware) VIII, L.P. (“IVP Delaware VIII”).  142,515 shares are held of record by Insight Venture Partners (Co-Investors) VIII, L.P. (“IVP VIII Co-Investors”).  IVP VIII, IVP Cayman VIII, IVP Delaware VIII and IVP VIII Co-Investors are collectively referred to as the “Insight VIII Funds.”  3,733,342 shares are held of record by Insight Venture Partners Coinvestment Fund III, L.P. (“IVP Coinvestment III”).  2,701,933 shares held of record by Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. (“IVP Coinvestment Delaware III”).  IVP Coinvestment III and IVP Coinvestment Delaware III are together referred to as the “Insight Coinvestment III Funds” and the Insight VIII Funds and the Insight Coinvestment III Funds are together referred to as the “Insight Funds.”

The amount listed as owned by each Insight VIII Fund may be deemed to be attributable to each of the other Insight VIII Funds, Insight Venture Associates VIII, L.P. (“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 Insight VIII Funds.  The amount listed as owned by each Insight Coinvestment III Fund may be deemed attributable to the other Insight Coinvestment III Fund, Insight Venture Associates Coinvestment III, L.P. (“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 in turn is the general partner of each of the Insight Coinvestment III Funds.

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 by the Insight Funds.  The foregoing is not an admission by IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd or Holdings that it is the beneficial owner of the shares held by the Insight Funds.  Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by the Insight Funds except to the extent of his pecuniary interest therein.

(2)
Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, pursuant to the Issuer's Restated Certificate of Incorporation (the "Post-Effective Certificate") that will be effective upon the consummation of the Issuer's initial public offering, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the transfer, whether or not for value, to any transferee who is not a “Permitted Transferee”, as defined in the Issuer's Post-Effective Certificate. The shares of Class B Common Stock have no expiration date.

(3)
Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the earliest to occur of the following: (a) the date specified by a vote of the holders of 66 2/3% of the outstanding shares of Class B Common Stock, (b) March 23, 2027, and (c) the date the shares of Class B Common Stock cease to represent at least 10% of all outstanding shares of Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.

(4)
Each share of Series B Preferred Stock and Series C Preferred Stock will be automatically converted into one (1) share of Class B Common Stock immediately prior to the consummation of the issuer’s initial public offering.

(5)
2,757,065 shares are held of record by IVP VIII.  707,999 shares are held by IVP Cayman VIII. 868,114 shares are held of record by IVP Delaware VIII.   97,682 shares are held of record by IVP VIII Co-Investors.  2,558,905 shares are held of record by IVP Coinvestment III.  1,851,959 shares held of record by IVP Coinvestment Delaware III.  See footnote (1) above for a description of the relationship among the Insight Funds, IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd and Holdings.
 
(6)
688,504 shares are held of record by IVP VIII. 178,096 shares are held by IVP Cayman VIII. 218,372 shares are held of record by IVP Delaware VIII. 24,572 shares are held of record by IVP VIII Co-Investors. 643,689 shares are held of record by IVP Coinvestment III. 465,856 shares held of record by IVP Coinvestment Delaware III. See footnote (1) above for a description of the relationship among the Insight Funds, IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd and Holdings.
 
(7)
567,700 shares are held of record by IVP VIII. 146,848 shares are held by IVP Cayman VIII. 180,057 shares are held of record by IVP Delaware VIII. 20,261 shares are held of record by IVP VIII Co-Investors. 530,748 shares are held of record by IVP Coinvestment III. 384,188 shares held of record by IVP Coinvestment Delaware III. See footnote (1) above for a description of the relationship among the Insight Funds, IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd and Holdings.
 
 
 EX-99.2 3 ex99_2.htm EXHIBIT 99.2
Exhibit 99.2
 
Joint Filers’ Names and Addresses

1.
Insight Venture Partners (Cayman) VIII, L.P.
2.
Insight Venture Partners (Co-Investors) VIII, L.P.
3.
Insight Venture Partners (Delaware) VIII, L.P.
4.
Insight Venture Partners Coinvestment Fund III, L.P.
5.
Insight Venture Partners Coinvestment Fund (Delaware) III, L.P.
6.
Insight Venture Associates VIII, L.P.
7.
Insight Venture Associates VIII, Ltd.
8.
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
 

 EX-99.3 4 ex99_3.htm EXHIBIT 99.3
Exhibit 99.3

JOINT FILERS’ SIGNATURES
 
INSIGHT VENTURE PARTNERS (CAYMAN) VIII, L.P.
 
By:
Insight Venture Associates VIII, L.P., its general partner
By:
Insight Venture Associates VIII, Ltd., its general partner
   
By:
   /s/ Blair Flicker  
Name: 
Blair Flicker
Title:
Authorized Signatory
 
INSIGHT VENTURE PARTNERS (DELAWARE) VIII, L.P.
 
By:
Insight Venture Associates VIII, L.P., its general partner
By:
Insight Venture Associates VIII, Ltd., its general partner
     
By:
   /s/ Blair Flicker  
Name: 
Blair Flicker
Title:
Authorized Signatory
 
INSIGHT VENTURE PARTNERS VIII (CO-INVESTORS), L.P.
 
By:
Insight Venture Associates VIII, L.P., its general partner
By:
Insight Venture Associates VIII, Ltd., its general partner
     
By:
   /s/ Blair Flicker  
Name: 
Blair Flicker
Title:
Authorized Signatory
 
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 VIII, L.P.
 
By:
Insight Venture Associates VIII, Ltd., its general partner
     
By:
 /s/ Blair Flicker  
Name: 
Blair Flicker
  
Title:
Authorized Signatory
  
 
INSIGHT VENTURE ASSOCIATES VIII, LTD.
 
By:
   /s/ Blair Flicker  
Name: 
Blair Flicker
  
Title:
Authorized Signatory
  
 
INSIGHT HOLDINGS GROUP, LLC
 
By:
   /s/ Blair Flicker  
Name: 
Blair Flicker
  
Title:
Authorized Signatory