0001140361-18-033560.txt : 20180725 0001140361-18-033560.hdr.sgml : 20180725 20180725214719 ACCESSION NUMBER: 0001140361-18-033560 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20180725 FILED AS OF DATE: 20180725 DATE AS OF CHANGE: 20180725 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: 001-38600 FILM NUMBER: 18969954 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 IX, Ltd. CENTRAL INDEX KEY: 0001745335 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969955 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, 36TH FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates IX, L.P. CENTRAL INDEX KEY: 0001745334 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969956 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 36TH FLOOR STREET 2: INSIGHT VENTURE PARTNERS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners IX, L.P. CENTRAL INDEX KEY: 0001629398 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969957 BUSINESS ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners (Cayman) IX, L.P. CENTRAL INDEX KEY: 0001629399 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969958 BUSINESS ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners (Delaware) IX, L.P. CENTRAL INDEX KEY: 0001629396 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969959 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 IX (Co-Investors), L.P. CENTRAL INDEX KEY: 0001629402 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 18969960 BUSINESS ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: PO BOX 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tenable Holdings, Inc. CENTRAL INDEX KEY: 0001660280 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 475580846 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7021 COLUMBIA GATEWAY DRIVE, SUITE 500 CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 410-872-0555 MAIL ADDRESS: STREET 1: 7021 COLUMBIA GATEWAY DRIVE, SUITE 500 CITY: COLUMBIA STATE: MD ZIP: 21046 3 1 doc1.xml FORM 3 X0206 3 2018-07-25 0 0001660280 Tenable Holdings, Inc. TENB 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 0001745335 Insight Venture Associates IX, Ltd. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001745334 Insight Venture Associates IX, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001629398 Insight Venture Partners IX, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001629399 Insight Venture Partners (Cayman) IX, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001629396 Insight Venture Partners (Delaware) IX, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001629402 Insight Venture Partners IX (Co-Investors), L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Series B Preferred Stock Common Stock 8739118 I See footnote Series B Preferred Stock Common Stock 4342255 I See footnote Series B Preferred Stock Common Stock 925908 I See footnote Series B Preferred Stock Common Stock 174441 I See footnote Each share of the issuer's Series B preferred stock will convert into 1 share of the issuer's common stock (a) at the option of the holder and (b) automatically upon the earlier of (i) the date specified by the vote or written consent of holders of at least sixty percent (60%) of the shares of Series B preferred stock then outstanding, or (ii) the closing of the issuer's initial public offering if the price per share of common stock is not less than $17.417019. The Series B preferred stock has no expiration date. Held directly by Insight Venture Partners IX, L.P. Held directly by Insight Venture Partners (Cayman) IX, L.P. Held directly by Insight Venture Partners (Delaware) IX, L.P. Held directly by Insight Venture Partners IX (Co-Investors), L.P. This Form 3 is the first of two Forms 3 filed relating to the same event. The Form 3 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting person. Each Form 3 is filed by Designated Filer, Insight Holdings Group, LLC. Exhibit List Exhibit 99.1 - Joint Filers' Signatures Exhibit 99.2 - Joint Filer Information Insight Holdings Group, LLC; By: /s/ Blair Flicker, Attorney-in-Fact 2018-07-25 EX-99.1 2 i25514925a.htm JOINT FILER SIGNATURES
JOINT FILERS’ SIGNATURES
INSIGHT HOLDINGS GROUP, LLC
 
Date: July 25, 2018
By:
Name:
Title:
 
/s/ Blair Flicker                              
Blair Flicker
Attorney-in-Fact
INSIGHT VENTURE ASSOCIATES IX, LTD.  
By:
Name:
Title:
 
/s/ Blair Flicker                              
Blair Flicker
Attorney-in-fact
Date: July 25, 2018
INSIGHT VENTURE ASSOCIATES IX, L.P.
  
By:
Insight Venture Associates IX, Ltd., its general partner
  
By:
/s/ Blair Flicker                              
Blair Flicker
Attorney-in-fact
Date: July 25, 2018
INSIGHT VENTURE PARTNERS IX, L.P.
 
Date: July 25, 2018
 
By:
By:
 
Insight Venture Associates IX, L.P., its general partner
Insight Venture Associates IX, Ltd., its general partner
By:
Name:
Title:
/s/ Blair Flicker                               
Blair Flicker
Authorized Officer
 
INSIGHT VENTURE PARTNERS (CAYMAN) IX, L.P.
 
Date: July 25, 2018
 
By:
By:
Insight Venture Associates IX, L.P., its general partner
Insight Venture Associates IX, Ltd., its general partner
 
By:
Name:
Title:
/s/ Blair Flicker                               
Blair Flicker
Authorized Officer
 
INSIGHT VENTURE PARTNERS (DELAWARE) IX, L.P.
 
Date: July 25, 2018
 
By:
By:
Insight Venture Associates IX, L.P., its general partner
Insight Venture Associates IX, Ltd., its general partner
 
By:
Name:
Title:
/s/ Blair Flicker                               
Blair Flicker
Authorized Officer
 
INSIGHT VENTURE PARTNERS IX (CO-INVESTORS), L.P.
 
Date: July 25, 2018
 
By:
By:
 
Insight Venture Associates IX, L.P., its general partner
Insight Venture Associates IX, Ltd., its general partner
By:
Name:
Title:
/s/ Blair Flicker                               
Blair Flicker
Authorized Officer
 

 
 
 
 EX-99.2 3 i25514925b.htm JOINT FILER INFORMATION
JOINT FILER INFORMATION
8,739,118 shares of Series B preferred stock are held of record by Insight Venture Partners IX, L.P. (“IVP IX”), 4,342,255 shares of Series B preferred stock are held of record by Insight Venture Partners (Cayman) IX, L.P. (“IVP Cayman IX”), 925,908 shares of Series B preferred stock are held of record by Insight Venture Partners (Delaware) IX, L.P. (“IVP Delaware IX”), and 174,441 shares of Series B preferred 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 Insight Holdings Group, LLC (“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.
4,107,504 shares of Series B preferred stock are held of record Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. (“IVP Coinvestment”), 3,302,193 shares of Series B preferred stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. (“IVP Coinvestment (Cayman)”), 3,036,378 shares of Series B preferred stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. (“IVP Coinvestment (Delaware)”), and 3,737,080 shares of Series B preferred 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”).
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, 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 IX Funds and the IVP Coinvestment Funds. The foregoing is not an admission by IVA IX, IVA IX Ltd, IVA Coinvestment, IVA Coinvestment Ltd or Holdings that it is the beneficial owner of the shares held of record by the IVP IX Funds or the IVP Coinvestment Funds. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by the IVP IX Funds and the IVP Coinvestment Funds, except to the extent of his pecuniary interest therein.
The address of each of the entities and persons identified in this Exhibit 99.2 is c/o Insight Venture Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.