Form 4 E2open Parent Holdings, For: Jun 08 Filed by: Insight Holdings Group, LLC
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person
*
(Street)
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2. Issuer Name
and
Ticker or Trading Symbol
E2open Parent Holdings, Inc. [ ETWO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
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3. Date of Earliest Transaction
(Month/Day/Year) 06/08/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check
Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock | 06/08/2021 | C | 846,693 | A | (1) | 8,371,108 | I | See footnote (2) (3) | ||
Class A Common Stock | 06/08/2021 | C | 180,542 | A | (1) | 1,784,988 | I | See footnote (2) (4) | ||
Class A Common Stock | 06/08/2021 | C | 526,768 | A | (1) | 5,208,061 | I | See footnote (2) (5) | ||
Class A Common Stock | 06/08/2021 | C | 484,365 | A | (1) | 4,788,830 | I | See footnote (2) (6) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Units | (1) | 06/08/2021 | C | 2,989,422 | (1) | (1) | Class A Common Stock | 2,989,422 | $ 0 | 29,555,888 | I | See footnote (2) (7) | |||
Series 1 Restricted Common Units | (1) | 06/08/2021 | C | 2,989,422 | (1) | (1) | Class A Common Stock | 2,989,422 | $ 0 | 0 | I | See footnote (2) (7) | |||
Series B-1 Common Stock | (1) | 06/08/2021 | C | 846,693 | (1) | (1) | Class A Common Stock | 846,693 | $ 0 | 0 | I | See footnote (2) (3) | |||
Series B-1 Common Stock | (1) | 06/08/2021 | C | 180,542 | (1) | (1) | Class A Common Stock | 180,542 | $ 0 | 0 | I | See footnote (2) (4) | |||
Series B-1 Common Stock | (1) | 06/08/2021 | C | 526,768 | (1) | (1) | Class A Common Stock | 526,768 | $ 0 | 0 | I | See footnote (2) (5) | |||
Series B-1 Common Stock | (1) | 06/08/2021 | C | 484,365 | (1) | (1) | Class A Common Stock | 484,365 | $ 0 | 0 | I | See footnote (2) (6) |
Insight Holdings Group, LLC, its Authorized Signatory, /s/ Andrew Prodromos | 06/10/2021 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 99.1
JOINT FILERS’ SIGNATURES
INSIGHT HOLDINGS GROUP, LLC | ||
By: | /s/ Andrew Prodromos | |
Name: Andrew Prodromos | ||
Title: Attorney-in-Fact | ||
Date: 6/10/21 | ||
INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (CAYMAN), L.P. | ||
By: Insight Venture Associates Growth-Buyout Coinvestment L.P., | ||
its general partners | ||
By: Insight Venture Associates Growth-Buyout Coinvestment Ltd., | ||
its general partners | ||
By: | /s/ Andrew Prodromos | |
Name: Andrew Prodromos | ||
Title: Attorney-in-Fact | ||
Date: 6/10/21 | ||
INSIGHT VENTURE PARTNERS GROWTH-BUYOUT COINVESTMENT FUND (DELAWARE), L.P. | ||
By: Insight Venture Associates Growth-Buyout Coinvestment L.P., | ||
its general partners | ||
By: Insight Venture Associates Growth-Buyout Coinvestment Ltd., | ||
its general partners | ||
By: | /s/ Andrew Prodromos | |
Name: Andrew Prodromos | ||
Title: Attorney-in-Fact | ||
Date: 6/10/21 |
INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT, LTD. | ||
By: | /s/Andrew Prodromos | |
Name: Andrew Prodromos | ||
Title: Attorney-in-Fact | ||
Date: 6/10/21 | ||
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: 6/10/21 | ||
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: 6/10/21 | ||
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: 6/10/21 |
Exhibit 99.2
JOINT FILER INFORMATION
Insight E2open Aggregator, LLC is owned by Insight Venture Partners IX, L.P., Insight Venture Partners IX (Co-Investors), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P., and is managed by Insight Venture Partners IX, L.P. The general partner of each of Insight Venture Partners IX, L.P., Insight Venture Partners (Cayman) IX, L.P., Insight Venture Partners (Delaware) IX, L.P. and Insight Venture Partners IX (Co-Investors) is Insight Venture Associates IX, L.P., and the general partner of Insight Venture Associates IX, L.P. is Insight Venture Associates IX, Ltd. The general partner of each of Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (B), L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund, L.P. is Insight Venture Associates Growth-Buyout Coinvestment, L.P., and the general partner of Insight Venture Associates Growth-Buyout Coinvestment, L.P. is Insight Venture Associates Growth-Buyout Coinvestment, Ltd. The sole shareholder of each of Insight Venture Associates IX, Ltd. and Insight Venture Associates Growth-Buyout Coinvestment, Ltd. is Insight Holdings Group, LLC, which is managed by a five-person board of managers. Each of Insight Holdings Group, LLC, Insight Venture Associates IX, Ltd., Insight Venture Associates IX, L.P., Insight Venture Associates Growth-Buyout Coinvestment, Ltd. and Insight Venture Associates Growth-Buyout Coinvestment, L.P. disclaims beneficial ownership of the securities held by Insight E2open Aggregator, LLC, Insight Venture Partners (Cayman) IX, L.P., Insight Venture Partners (Delaware) IX, L.P., Insight Venture Partners Growth-Buyout Coinvestment Fund (Cayman), L.P. and Insight Venture Partners Growth-Buyout Coinvestment Fund (Delaware), L.P. (collectively, the "Insight Shareholders") except to the extent of their respective pecuniary interest therein and this report shall not be deemed an admission that any of such Reporting Persons is the beneficial owner of the shares held by the Insight Shareholders.
The address of each of the entities and persons identified in this Exhibit 99.2 is c/o Insight, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.
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