*
|
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 2 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Partners (Cayman) VII, L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
3,728,410 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
3,728,410(1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,728,410 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.7% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 3 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Partners (Delaware) VII, L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
535,783 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
535,783 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
535,783 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.5% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 4 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Partners VII, L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
2,679,709 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
2,679,709 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,679,709 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.6% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 5 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Partners VII (Co-Investors), L.P.
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
61,964 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
61,964 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
61,964 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.1% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 6 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Associates VII, L.P.
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
7,005,866 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
7,005,866 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,005,866 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.9% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 7 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Associates VII, Ltd.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
7,005,866 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
7,005,866 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,005,866 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.9% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 8 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
IVP CIF II (AIP A), L.P.
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
1,549,091 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
1,549,091 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,549,091 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.5% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 9 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
IVP CIF II (AIP B), L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
1,137,762 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
1,137,762 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,137,762 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 10 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
IVP CIF II (PS Splitter), L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
9,269,973 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
9,269,973 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,269,973 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.1% (2)(3)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
Includes 9,269,973 shares of Class A Common Stock issuable upon the conversion of 9,269,973 shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.
|
(2)
|
See Item 4.
|
(3)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 11 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Associates Coinvestment II, L.P.
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
11,956,826 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
11,956,826 (1)(2)
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,956,826 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.7% (2)(3)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
Includes 9,269,973 shares of Class A Common Stock issuable upon the conversion of 9,269,973 shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.
|
(2)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(3)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 12 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
IVP (Venice), L.P.
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
236,965 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
236,965 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 13 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
IVP GP (Venice), LLC
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
236,965 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
236,965 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 14 of 21 Pages
|
1.
|
|
NAMES OF REPORTING PERSONS
Insight Venture Associates X, Ltd.
|
||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||
3.
|
|
SEC USE ONLY
|
||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||
|
6.
|
|
SHARED VOTING POWER
236,965 (1)(2)
|
|||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||
|
8.
|
|
SHARED DISPOSITIVE POWER
236,965 (1)(2)
|
|||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
236,965 (1)(2)
|
||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% (1)(2)
|
||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
CUSIP No. 72941B106
|
|
|
13G
|
|
|
Page 15 of 21 Pages
|
||||||||
1.
|
|
NAMES OF REPORTING PERSONS
Insight Holdings Group, LLC
|
||||||||||||
2.
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ◻ (b) ◻
|
||||||||||||
3.
|
|
SEC USE ONLY
|
||||||||||||
4.
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
SOLE VOTING POWER
0
|
||||||||||
|
6.
|
|
SHARED VOTING POWER
19,199,657 (1)(2)
|
|||||||||||
|
7.
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
8.
|
|
SHARED DISPOSITIVE POWER
19,199,657 (1)(2))
|
|||||||||||
9.
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,199,657 (1)(2)
|
||||||||||||
10.
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ◻
|
||||||||||||
11.
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
18.9% (1)(2)
|
||||||||||||
12.
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
(1)
|
The percentage of class represented by the amount in row 9 is presented as a percentage of the outstanding shares of Class A Common Stock and is calculated assuming the conversion of all
shares of Class B Common Stock held by the Reporting Persons but no conversion of any other shares of Class B Common Stock. As of October 30, 2019, the Issuer had 101,791,676 shares of Class A Common Stock outstanding as set forth in the
Form 10-Q filed with the U.S. Securities and Exchange Commission on October 30, 2019.
|
(2)
|
See Item 4.
|
Item 1(a).
|
Name of Issuer:
|
Item 1(b).
|
Address of Issuer’s Principal Executive Offices:
|
Item 2(a).
|
Name of Person Filing:
|
Item 2(b).
|
Address of Principal Business Office or, if None, Residence:
|
Item 2(c).
|
Citizenship:
|
Item 2(d).
|
Title of Class of Securities:
|
Item 2(e).
|
CUSIP Number:
|
Item 3.
|
If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c), check whether the person filing is a:
|
|
(a) ◻
|
Broker or dealer registered under Section 15 of the Exchange Act.
|
|
(b) ◻
|
Bank as defined in Section 3(a)(6) of the Exchange Act.
|
|
(c) ◻
|
Insurance company as defined in Section 3(a)(19) of the Exchange Act.
|
|
(d) ◻
|
Investment company registered under Section 8 of the Investment Company Act.
|
|
(e) ◻
|
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
|
|
(f) ◻
|
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
|
|
(g) ◻
|
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
|
|
(h) ◻
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
|
|
(i) ◻
|
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
|
|
(j) ◻
|
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
|
Item 4.
|
Ownership.
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certification.
|
INSIGHT HOLDINGS GROUP, LLC
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Attorney-in-Fact
|
|
INSIGHT VENTURE PARTNERS (CAYMAN) VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS (DELAWARE) VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS VII (CO-INVESTORS), L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES VII, L.P.
|
||
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES VII, LTD.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
IVP CIF II (AIP A), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
IVP CIF II (AIP B), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
IVP CIF II (PS SPLITTER), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES COINVESTMENT II, L.P.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
IVP (VENICE), L.P.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
IVP GP (VENICE), LLC
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
INSIGHT VENTURE ASSOCIATES X, LTD.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
Exhibit 99.1
|
|
Joint Filing Agreement, as required by Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended
|
INSIGHT HOLDINGS GROUP, LLC
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Attorney-in-Fact
|
|
INSIGHT VENTURE PARTNERS (CAYMAN) VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS (DELAWARE) VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS VII (CO-INVESTORS), L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE PARTNERS VII, L.P.
|
||
By:
|
Insight Venture Associates VII, L.P., its general partner
|
|
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES VII, L.P.
|
||
By:
|
Insight Venture Associates VII, Ltd., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES VII, LTD.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
IVP CIF II (AIP A), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
IVP CIF II (AIP B), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
IVP CIF II (PS SPLITTER), L.P.
|
||
By:
|
Insight Venture Associates Coinvestment II, L.P., its general partner
|
|
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Vice President
|
|
INSIGHT VENTURE ASSOCIATES COINVESTMENT II, L.P.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
IVP (VENICE), L.P.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
IVP GP (VENICE), LLC
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|
|
INSIGHT VENTURE ASSOCIATES X, LTD.
|
||
By:
|
/s/ Blair Flicker
|
|
Name:
|
Blair Flicker
|
|
Title:
|
Authorized Officer
|