0001567619-21-013045.txt : 20210706 0001567619-21-013045.hdr.sgml : 20210706 20210706211737 ACCESSION NUMBER: 0001567619-21-013045 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20210702 FILED AS OF DATE: 20210706 DATE AS OF CHANGE: 20210706 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: 001-40531 FILM NUMBER: 211076076 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 (Delaware) X, L.P. CENTRAL INDEX KEY: 0001710835 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076071 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 X (Co-Investors), L.P. CENTRAL INDEX KEY: 0001710834 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076070 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 Associates X, L.P. CENTRAL INDEX KEY: 0001844845 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076074 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 (Cayman) X, L.P. CENTRAL INDEX KEY: 0001710860 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076072 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 X, L.P. CENTRAL INDEX KEY: 0001710959 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076073 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 Associates X, Ltd. CENTRAL INDEX KEY: 0001803240 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40531 FILM NUMBER: 211076075 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: SentinelOne, Inc. CENTRAL INDEX KEY: 0001583708 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 990385461 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 444 CASTRO STREET STREET 2: SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 855-868-3733 MAIL ADDRESS: STREET 1: 444 CASTRO STREET STREET 2: SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 FORMER COMPANY: FORMER CONFORMED NAME: Sentinel Labs, Inc. DATE OF NAME CHANGE: 20210405 FORMER COMPANY: FORMER CONFORMED NAME: SentinelOne, Inc. DATE OF NAME CHANGE: 20210402 FORMER COMPANY: FORMER CONFORMED NAME: Sentinel Labs, Inc. DATE OF NAME CHANGE: 20130805 4 1 doc1.xml FORM 4 X0306 4 2021-07-02 0 0001583708 SentinelOne, Inc. S 0001305473 Insight Holdings Group, LLC C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001803240 Insight Venture Associates X, Ltd. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001844845 Insight Venture Associates X, L.P. 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001710959 Insight Venture Partners X, L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001710860 Insight Venture Partners (Cayman) X, L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK X1 10036 0 0 1 0 0001710835 Insight Venture Partners (Delaware) X, L.P. 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 c/o Insight Partners 0001710834 Insight Venture Partners X (Co-Investors), L.P. C/O INSIGHT PARTNERS 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Series D Preferred Stock 2021-07-02 4 C 0 6844479 0 D Class B Common Stock 6844479 0 I See footnotes Series D Preferred Stock 2021-07-02 4 C 0 5612553 0 D Class B Common Stock 5612553 0 I See footnote Series D Preferred Stock 2021-07-02 4 C 0 1085694 0 D Class B Common Stock 1085694 0 I See footnote Series D Preferred Stock 2021-07-02 4 C 0 162855 0 D Class B Common Stock 162855 0 I See footnote Series E Preferred Stock 2021-07-02 4 C 0 6163196 0 D Class B Common Stock 6699090 0 I See footnote Series E Preferred Stock 2021-07-02 4 C 0 5053895 0 D Class B Common Stock 5493334 0 I See footnote Series E Preferred Stock 2021-07-02 4 C 0 977627 0 D Class B Common Stock 1062632 0 I See footnote Series E Preferred Stock 2021-07-02 4 C 0 146644 0 D Class B Common Stock 159394 0 I See footnote Series F Preferred Stock 2021-07-02 4 C 0 721267 0 D Class B Common Stock 721267 0 I See footnote Series F Preferred Stock 2021-07-02 4 C 0 591448 0 D Class B Common Stock 591448 0 I See footnote Series F Preferred Stock 2021-07-02 4 C 0 114410 0 D Class B Common Stock 114410 0 I See footnote Series F Preferred Stock 2021-07-02 4 C 0 17161 0 D Class B Common Stock 17161 0 I See footnote Class B Common Stock 2021-07-02 4 C 0 14264836 0 A Class A Common Stock 14264836 15734225 I See footnote Class B Common Stock 2021-07-02 4 C 0 11697335 0 A Class A Common Stock 11697335 12902253 I See footnote Class B Common Stock 2021-07-02 4 C 0 2262736 0 A Class A Common Stock 2262736 2495815 I See footnote Class B Common Stock 2021-07-02 4 C 0 339410 0 A Class A Common Stock 339410 374372 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 Exhibit List ------------ Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Signatures Exhibit 99.3 - Joint Filer Information Insight Holdings Group, LLC, its Authorized Signatory, /s/ Andrew Prodromos 2021-07-06 EX-99.1 2 i43864858a.htm EXPLANATION OF RESPONSES
EXPLANATION OF RESPONSES
(1)
Each share of Series D Preferred Stock automatically converted into one share of Class B Common Stock upon the closing of the issuer's initial public offering ("IPO").
(2)
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time and will convert automatically upon certain transfers and upon the earlier of (i) the date specified by a vote of the holders of 66 2/3% of the then outstanding shares of Class B Common Stock, (ii) seven years from the effective date of the IPO, (iii) the first date following the IPO on which the number of shares of outstanding Class B Common Stock (including shares of Class B Common Stock subject to outstanding stock options) held by Tomer Weingarten, including certain entities that Mr. Weingarten controls, is less than 25% of the number of shares of Class B Common Stock (including shares of Class B Common Stock subject to outstanding stock options) that Mr. Weingarten originally held as of the date of the IPO, (iv) the date fixed by the issuer's board of directors (the "Board"), following the first date following the completion of the IPO when Mr. Weingarten is no longer providing services to the issuer as an officer, employee, consultant or member of the Board, (v) the date fixed by the Board following the date, if applicable, on which Mr. Weingarten is terminated for cause, as defined in the issuer's restated certificate of incorporation, and (vi) the date that is 12 months after the death or disability, as defined in the issuer's restated certificate of incorporation, of Mr. Weingarten.
(3)
Held directly by Insight Venture Partners X, L.P.
(4)
Held directly by Insight Venture Partners (Cayman) X, L.P.
(5)
Held directly by Insight Venture Partners (Delaware) X, L.P.
(6)
Held directly by Insight Venture Partners X (Co-Investors), L.P.
(7)
Each share of Series E Preferred Stock automatically converted into approximately 1.0869 shares of Class B Common Stock upon the closing of the IPO.
(8)
Each share of Series F Preferred Stock automatically converted into one share of Class B Common Stock upon the closing of the IPO.
EX-99.2 3 i43864858b.htm JOINT FILERS' SIGNATURES
JOINT FILERS’ SIGNATURES

 
INSIGHT HOLDINGS GROUP, LLC
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Attorney-in-Fact
  
     
     
 
INSIGHT VENTURE ASSOCIATES X, LTD.
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
 
INSIGHT VENTURE ASSOCIATES X, L.P.
  
 
By: Insight Venture Associates X, Ltd., its general partner
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
 
INSIGHT VENTURE PARTNERS X, L.P.
  
 
By: Insight Venture Associates X, L.P., its general partner
  
 
By: Insight Venture Associates X, Ltd., its general partner
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
 
INSIGHT VENTURE PARTNERS (CAYMAN) X, L.P.
  
 
By: Insight Venture Associates X, L.P., its general partner
  
 
By: Insight Venture Associates X, Ltd., its general partner
  
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
 
INSIGHT VENTURE PARTNERS (DELAWARE) X, L.P.
  
 
By: Insight Venture Associates X, L.P., its general partner
  
 
By: Insight Venture Associates X, Ltd., its general partner
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
 
INSIGHT VENTURE PARTNERS X (CO-INVESTORS), L.P.
  
 
By: Insight Venture Associates X, L.P., its general partner
  
 
By: Insight Venture Associates X, Ltd., its general partner
  
     
     
 
By:
/s/Andrew Prodromos
Date:  07/06/2021
 
Name:
Andrew Prodromos
  
 
Title:
Authorized Officer
  
     
     
     
     
     
EX-99.3 4 i43864858c.htm JOINT FILER INFORMATION
JOINT FILER INFORMATION
15,734,225 shares of Class B Common Stock are held of record by Insight Venture Partners X, L.P. (“IVP X”), 12,902,253 shares of Class B Common Stock are held of record by Insight Venture Partners (Cayman) X, L.P. (“IVP Cayman X”), 2,495,815 shares of Class B Common Stock are held of record by Insight Venture Partners (Delaware) X, L.P. (“IVP Delaware X”), and 374,372 shares of Class B Common Stock are held of record by Insight Venture Partners X (Co-Investors), L.P. (“IVP Co-Investors X” and, together with IVP X, IVP Cayman X and IVP Delaware X, the “IVP X Funds”).
The amount listed as owned by each IVP X Fund may be deemed to be attributable to each of the other IVP X Funds, 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 the IVP X Funds.
Each of Jeffrey L. 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 IVP X Funds.  The foregoing is not an admission by IVA X, IVA X Ltd or Holdings that it is the beneficial owner of the shares held of record by the IVP X Funds. Each of Messrs. Horing, Parekh, Lieberman and Triplett disclaims beneficial ownership of the shares held by the IVP X 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.