0001664998-21-000040.txt : 20210427 0001664998-21-000040.hdr.sgml : 20210427 20210427215846 ACCESSION NUMBER: 0001664998-21-000040 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210426 FILED AS OF DATE: 20210427 DATE AS OF CHANGE: 20210427 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: 21861139 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: 21861137 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: 21861136 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: 21861133 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: 21861135 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: 21861134 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: 21861138 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 wf-form4_161957511020816.xml FORM 4 X0306 4 2021-04-26 0 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 Common Stock 2021-04-26 4 C 0 44124560 0 A 45453480 I See footnote Common Stock 2021-04-26 4 J 0 45453480 0 D 0 I See footnote Series A Convertible Preferred Stock 2021-04-26 4 C 0 30525040 0 D Common Stock 30525040.0 0 I See footnote Series A-1 Convertible Preferred Stock 2021-04-26 4 C 0 667840 0 D Common Stock 667840.0 0 I See footnote Series C-1 Convertible Preferred Stock 2021-04-26 4 C 0 12931680 0 D Common Stock 12931680.0 0 I See footnote Class B Common Stock 2021-04-26 4 J 0 45453480 0 A Class A Common Stock 45453480.0 45453480 I See footnote Each share of Series A Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Class A Common Stock (the "IPO") and had no expiration date. Each share of Series A-1 Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date. Each share of Series C-1 Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date. 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 owners of any securities reported herein. Consists of (i) 32,403,520 shares held by Elephant Partners I, L.P., (ii) 2,840,360 shares held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (iii) 10,209,600 shares held by Elephant Partners 2019 SPV-A, L.P. (collectively, the "Elephant Entities"). Elephant Partners GP I, LLC is the general partner 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. Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each share of the Issuer's common stock, par value $0.00001 (the "Common Stock"), was automatically reclassified into one share of the Issuer's Class B Common Stock, par value $0.00001 per share (the "Class B Common Stock"), immediately prior to the closing of the IPO of the Issuer's Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"). Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer. Shares held by Elephant Partners I, L.P. Elephant Partners GP I, LLC is the general partner of Elephant Partners I, L.P. Jeremiah Daly and Andrew Hunt are the managing members of Elephant Partners GP I, LLC and may be deemed to have voting and dispositive power over the shares held by Elephant Partners I, L.P. Mr. Daly is a director of the Issuer and files separate Section 16 reports. Consists of (i) 2,722,080 shares held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (ii) 10,209,600 shares held by Elephant Partners 2019 SPV-A, L.P. Elephant Partners GP I, LLC is the general partner of 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 Elephant Partners II, L.P., for itself and as nominee for Elephant Partners II-B, L.P., and Elephant Partners 2019 SPV-A, L.P. 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 2021-04-27 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC 2021-04-27 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP I, LLC, the general partner of Elephant Partners I, L.P. 2021-04-27 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC, the general partner of Elephant Partners II, L.P. 2021-04-27 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP II, LLC, the general partner of Elephant Partners II-B, L.P. 2021-04-27 /s/ Patrick Cammarata, Authorized Officer of Elephant Partners GP I, LLC, the general partner of Elephant Partners 2019 SPV-A, L.P. 2021-04-27 /s/ Patrick Cammarata, Attorney-in-Fact for Andrew Hunt 2021-04-27