0001567619-21-002512.txt : 20210208 0001567619-21-002512.hdr.sgml : 20210208 20210208193749 ACCESSION NUMBER: 0001567619-21-002512 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20200528 FILED AS OF DATE: 20210208 DATE AS OF CHANGE: 20210208 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603185 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 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603186 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 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603187 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 Partners Growth-Buyout Coinvestment Fund, L.P. CENTRAL INDEX KEY: 0001641225 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603188 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 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603189 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 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603190 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 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38600 FILM NUMBER: 21603191 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 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: 6100 MERRIWEATHER DRIVE CITY: COLUMBIA STATE: MD ZIP: 21044 BUSINESS PHONE: 410-872-0555 MAIL ADDRESS: STREET 1: 6100 MERRIWEATHER DRIVE CITY: COLUMBIA STATE: MD ZIP: 21044 4 1 doc1.xml FORM 4 X0306 4 2020-05-28 0 0001660280 Tenable Holdings, Inc. TENB 0001305473 Insight Holdings Group, LLC C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001745336 Insight Venture Associates Growth-Buyout Coinvestment Ltd. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001745337 Insight Venture Associates Growth-Buyout Coinvestment, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001641225 Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001641177 Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001641159 Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001641176 Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. C/O INSIGHT VENTURE PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Common Stock 2020-05-28 4 J 0 7614 0 D 1726994 I See footnote Common Stock 2020-05-28 4 J 0 7614 0 A 7614 I See footnote Common Stock 2020-11-03 4 S 0 7614 36.0382 D 0 I See footnote Common Stock 2020-11-09 4 S 0 1125 38.7981 D 1897049 I See footnote Common Stock 2020-11-09 4 S 0 904 38.7981 D 1525116 I See footnote Common Stock 2020-11-09 4 S 0 832 38.7981 D 1402351 I See footnote Common Stock 2020-11-09 4 S 0 1024 38.7981 D 1725970 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 See Exhibit 99.1 See Exhibit 99.1 This Form 4 is the second of two Forms 4 filed relating to the same event. The Form 4 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 4 to a maximum of 10 reporting persons. Each Form 4 is filed by Designated Filer, Insight Holdings Group, LLC. Exhibit List ------------ Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Signatures Exhibit 99.3 - Joint Filer Information /s/ Andrew Prodromos 2021-02-08 EX-99.1 2 i40769104a.htm EXPLANATION OF RESPONSES
EXPLANATION OF RESPONSES
(1)
On May 28, 2020, Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. distributed 7,614 shares to its general partner, Insight Venture Associates Growth-Buyout Coinvestment, L.P. (“IVA Coinvestment”). IVA Coinvestment did not furnish any consideration in exchange for shares received in connection with the distribution.
(2)
Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P.
(3)
Held directly by Insight Venture Associates Growth-Buyout Coinvestment, L.P.
(4)
Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P.
(5)
Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P.
(6)
Held directly by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P.
(7)
The price reported in Column 4 is a weighted average price.  These shares were sold in multiple transactions at prices ranging from $35.630 to $36.300, inclusive.  The reporting persons undertake 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 footnotes (6) and (7).
(8)
The price reported in Column 4 is a weighted average price.  These shares were sold in multiple transactions at prices ranging from $38.500 to $39.015, inclusive.  The reporting persons undertake 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 footnotes (6) and (7).
EX-99.2 3 i40769104b.htm JOINT FILERS' SIGNATURES

JOINT FILERS’ SIGNATURES

INSIGHT HOLDINGS GROUP, LLC
  
   
By:
/s/Andrew Prodromos
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, LTD.
  
   
By:
/s/Andrew Prodromos
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, L.P.
  
By: Insight Venture Associates Growth-Buyout Coinvestment, Ltd., its general partner
  
   
By:
/s/Andrew Prodromos
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
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
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
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
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
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
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
     
     
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
  
Name:
Andrew Prodromos
  
Title:
Attorney-in-Fact
Date: 2/8/2021
EX-99.3 4 i40769104c.htm JOINT FILER INFORMATION
JOINT FILER INFORMATION
4,036,162 shares of common stock are held of record by Insight Venture Partners IX, L.P. (“IVP IX”), 2,005,470 shares of common stock are held of record by Insight Venture Partners (Cayman) IX, L.P. (“IVP Cayman IX”), 427,630 shares of common stock are held of record by Insight Venture Partners (Delaware) IX, L.P. (“IVP Delaware IX”), and 80,564 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 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.
1,897,049 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. (“IVP Coinvestment”), 1,525,116 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. (“IVP Coinvestment (Cayman)”), 1,402,351 shares of common stock are held of record by Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. (“IVP Coinvestment (Delaware)”), and 1,725,970 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”).
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 or 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 99.3 is c/o Insight Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.