0000899243-23-003854.txt : 20230203 0000899243-23-003854.hdr.sgml : 20230203 20230203161848 ACCESSION NUMBER: 0000899243-23-003854 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230201 FILED AS OF DATE: 20230203 DATE AS OF CHANGE: 20230203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners GP I, LLC CENTRAL INDEX KEY: 0001655249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586029 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 900 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-648-9100 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 900 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners I, LP CENTRAL INDEX KEY: 0001655267 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586027 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 900 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-648-9100 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 900 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners II, L.P. CENTRAL INDEX KEY: 0001733916 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586026 BUSINESS ADDRESS: STREET 1: 11 NEWBURY STREET, 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 455-1297 MAIL ADDRESS: STREET 1: 11 NEWBURY STREET, 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hunt Andrew CENTRAL INDEX KEY: 0001858296 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586023 MAIL ADDRESS: STREET 1: C/O ELEPHANT PARTNERS STREET 2: 11 NEWBURY STREET, 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners II-B, L.P. CENTRAL INDEX KEY: 0001733917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586025 BUSINESS ADDRESS: STREET 1: 11 NEWBURY STREET, 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 455-1297 MAIL ADDRESS: STREET 1: 11 NEWBURY STREET, 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners 2019 SPV-A, L.P. CENTRAL INDEX KEY: 0001779116 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586024 BUSINESS ADDRESS: STREET 1: 11 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 455-1297 MAIL ADDRESS: STREET 1: 11 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elephant Partners GP II, LLC CENTRAL INDEX KEY: 0001847020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40351 FILM NUMBER: 23586028 BUSINESS ADDRESS: STREET 1: 11 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 455-1297 MAIL ADDRESS: STREET 1: 11 NEWBURY STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KnowBe4, Inc. CENTRAL INDEX KEY: 0001664998 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 273205919 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 33 NORTH GARDEN AVENUE STREET 2: SUITE 1200 CITY: CLEARWATER STATE: FL ZIP: 33755 BUSINESS PHONE: (855) 566-9234 MAIL ADDRESS: STREET 1: 33 NORTH GARDEN AVENUE STREET 2: SUITE 1200 CITY: CLEARWATER STATE: FL ZIP: 33755 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-02-01 1 0001664998 KnowBe4, Inc. KNBE 0001655249 Elephant Partners GP I, LLC 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001847020 Elephant Partners GP II, LLC 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001655267 Elephant Partners I, LP 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001733916 Elephant Partners II, L.P. 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001733917 Elephant Partners II-B, L.P. 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001779116 Elephant Partners 2019 SPV-A, L.P. 8 NEWBURY STREET 6TH FLOOR BOSTON MA 02116 0 0 1 0 0001858296 Hunt Andrew C/O ELEPHANT PARTNERS 8 NEWBURY STREET, 6TH FLOOR BOSTON MA 02116 0 0 1 0 Class A Common Stock 2023-02-01 4 D 0 17069823 24.90 D 0 I See footnotes Class B Common Stock 0.00 2023-02-01 4 D 0 20000000 24.90 D Class A Common Stock 20000000 0 I See footnotes Represents 17,069,823 shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock"), that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Oranje Merger Sub, Inc. with and into KnowBe4, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 11, 2022, by and among the Issuer, Oranje Holdco, LLC and Oranje Merger Sub, Inc. At the Effective Time, each outstanding share of the Issuer's Class A Common Stock was canceled and converted into the right to receive $24.90 in cash, without interest, per share. Represents shares that were disposed of at the Effective Time. At the Effective Time, each outstanding share of the Issuer's Class B Common Stock, par value $0.00001 per share, was canceled and converted into the right to receive $24.90 in cash, without interest, per share. Consists of (i) 12,168,977 shares of Class A Common Stock held by Elephant Partners I, L.P., (ii) 1,066,682 shares of Class A Common Stock held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (iii) 3,834,164 shares of Class A Common Stock held by Elephant Partners 2019 SPV-A, L.P. (collectively, the "Elephant Entities"). Elephant Partners GP I, LLC is the general partner of each of Elephant Partners I, L.P. and Elephant Partners 2019 SPV-A, L.P., and Elephant Partners GP II, LLC is the general partner of each of Elephant Partners II, L.P. and Elephant Partners II-B, L.P. Jeremiah Daly and Andrew Hunt are the managing members of each of Elephant Partners GP I, LLC and Elephant Partners GP II, LLC and may be deemed to have voting and dispositive power over the shares held by each of the Elephant Entities. Mr. Daly is a director of the Issuer and files separate Section 16 reports. Each of Elephant Partners GP I, LLC, Elephant Partners GP II, LLC, Jeremiah Daly and Andrew Hunt disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported herein. Consists of (i) 14,257,884 shares of Class B Common Stock held by Elephant Partners I, L.P., (ii) 1,249,788 shares of Class B Common Stock held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (iii) 4,492,328 shares of Class B Common Stock held by Elephant Partners 2019 SPV-A, L.P. Elephant Partners GP I, LLC is the general partner of each of Elephant Partners I, L.P. and Elephant Partners 2019 SPV-A, L.P., and Elephant Partners GP II, LLC is the general partner of each of Elephant Partners II, L.P. and Elephant Partners II-B, L.P. Jeremiah Daly and Andrew Hunt are the managing members of each of Elephant Partners GP I, LLC and Elephant Partners GP II, LLC and may be deemed to have voting and dispositive power over the shares held by each of the Elephant Entities. Mr. Daly is a director of the Issuer and files separate Section 16 reports. /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP I, LLC 2023-02-03 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC 2023-02-03 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP I, LLC, the general partner of Elephant Partners I, L.P. 2023-02-03 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC, the general partner of Elephant Partners II, L.P. 2023-02-03 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC, the general partner of Elephant Partners II-B, L.P. 2023-02-03 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP I, LLC, the general partner of Elephant Partners 2019 SPV-A, L.P. 2023-02-03 /s/ Patrick Cammarata, Attorney-in-Fact for Andrew Hunt 2023-02-03