Statement of Ownership (sc 13g)
February 10 2021 - 12:41PM
Edgar (US Regulatory)
|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
|
|
Datto Holding Corp.
|
|
(Name of Issuer)
|
|
Common Stock, par value $0.001 per share
|
|
(Title of Class of Securities)
|
|
23821D 100
|
|
(CUSIP Number)
|
|
December 31, 2020
|
|
(Date of Event which Requires Filing of this Statement)
|
|
|
|
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
|
|
|
¨ Rule 13d-1(b)
|
|
|
|
¨ Rule 13d-1(c)
|
|
|
|
x Rule 13d-1(d)
|
*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.
The information required
in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
|
CUSIP No. 23821D 100
|
13G
|
Page 2 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Vista Foundation Fund 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
13,941,912 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
13,941,912 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
13,941,912 shares (See Item 4)
|
|
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)
|
|
8.66% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 3 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Vista Foundation Fund II-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
|
|
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares
|
|
6
|
SHARED VOTING POWER
|
|
3,175,352 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
3,175,352 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
3,175,352 shares (See Item 4)
|
|
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)
|
|
1.97% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 4 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
VFF II FAF, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
846,947 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
846,947 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
846,947 shares (See Item 4)
|
|
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)
|
|
0.53% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 5 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Vista Foundation Fund II Executive, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
208,600 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
208,600 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
208,600 shares (See Item 4)
|
|
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)
|
|
0.13% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 6 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Vista Foundation Associates II, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
27,193 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
27,193 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
27,193 shares (See Item 4)
|
|
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)
|
|
0.02% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(b)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 7 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Merritt VI Aggregator, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
95,553,611 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
95,553,611 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
95,553,611 shares (See Item 4)
|
|
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)
|
|
59.36% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 8 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
Vista Foundation Fund II GP, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
14,997,459 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
14,997,459 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
14,997,459 shares (See Item 4)
|
|
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)
|
|
9.32% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 9 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
VEP 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
15,024,652 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
15,024,652 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
15,024,652 shares (See Item 4)
|
|
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)
|
|
9.33% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 10 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSONS:
|
|
VFF II GP (Cayman), 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
3,175,352 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
3,175,352 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
3,175,352 shares (See Item 4)
|
|
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)
|
|
1.97% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 11 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
|
|
VFF II GP (Cayman), 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
|
|
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares
|
|
6
|
SHARED VOTING POWER
|
|
3,175,352 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
3,175,352 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
3,175,352 shares (See Item 4)
|
|
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)
|
|
1.97% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 12 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
|
|
Vista Equity Partners Fund VI, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
95,553,611 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
95,553,611 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
95,553,611 shares (See Item 4)
|
|
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)
|
|
59.36% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 13 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
|
|
Vista Equity Partners Fund VI GP, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
95,553,611 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
95,553,611 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
95,553,611 shares (See Item 4)
|
|
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)
|
|
59.36% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
PN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 14 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
|
|
VEPF VI GP, 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 shares
|
|
6
|
SHARED VOTING POWER
|
|
95,553,611 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
95,553,611 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
95,553,611 shares (See Item 4)
|
|
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)
|
|
59.36% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
OO
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 15 of 27 Pages
|
|
1
|
NAMES OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):
|
|
Robert F. Smith
|
|
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
|
|
United States
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
|
|
0 shares
|
|
6
|
SHARED VOTING POWER
|
|
113,753,615 shares
|
|
7
|
SOLE DISPOSITIVE POWER
|
|
0 shares
|
|
8
|
SHARED DISPOSITIVE POWER
|
|
113,753,615 shares
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
113,753,615 shares (See Item 4)
|
|
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)
|
|
70.67% (a) (See Item 4)
|
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|
IN
|
|
|
|
|
|
|
|
|
|
(a)
|
All percentages calculated in this Schedule 13G are based upon an aggregate of 160,959,637 shares of common stock outstanding
as of November 15, 2020 as indicated in the Issuer’s Quarterly Report on Form 10-Q filed November 23, 2020.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 16 of 27 Pages
|
|
|
Item 1(a)
|
Name of Issuer:
|
Datto Holding Corp. (the “Issuer”).
|
|
Item 1(b)
|
Address of Issuer’s Principal Executive Offices:
|
101 Merritt 7, Norwalk, CT 06851.
|
|
Item 2(a)
|
Name of Person Filing:
|
This Schedule 13G is being jointly filed by each of
the following persons pursuant to Rule 13d-1(k) promulgated by the Commission pursuant to Section 13 of the Act: (i) Vista Foundation
Fund II, L.P.; (ii) Vista Foundation Fund II-A, L.P.; (iii) VFF II FAF, L.P.; (iv) Vista Foundation Fund II Executive, L.P.; (v)
Vista Foundation Associates II, LLC; (vi) Merritt VI Aggregator, LLC (collectively, (i)-(vi), the “Vista Funds”); (vii)
Vista Foundation Fund II GP, LLC (“VFF II GP”); (viii) VEP Group, LLC (“VEP Group”); (ix) VFF II GP (Cayman),
L.P. (“VFF II-A GP”); (x) VFF II GP (Cayman), Ltd. (“VFF II-A UGP”); (xi) Vista Equity Partners Fund VI,
L.P. (“VEPF VI”); (xii) Vista Equity Partners Fund VI GP, L.P. (“Fund VI GP”); (xiii) VEPF VI GP, Ltd.
(“Fund VI UGP,” and collectively with Vista Funds, VFF II GP, VEP Group, VFF II-A GP, VFF II-A UGP, VEPF VI and Fund
VI GP, the “Vista Entities”) and (xiv) Robert F. Smith (collectively with the Vista Entities, the “Reporting
Persons”).
The Reporting Persons have entered into a Joint Filing
Agreement, dated February 10, 2021, a copy of which is attached as Exhibit A to this Statement, pursuant to which the Reporting
Persons agreed to file this Schedule 13G and any amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1)
under the Act.
|
|
Item 2(b)
|
Address of Principal Business Office or, if none, Residence:
|
The principal business address of each of the Vista
Entities is 4 Embarcadero Center, 20th Fl., San Francisco, California 94111.
The principal business address of Mr. Smith is c/o Vista
Equity Partners, 401 Congress Drive, Suite 3100, Austin, Texas 78701.
See response to Item 4 of each of the cover pages.
|
|
Item 2(d)
|
Title of Class of Securities:
|
Common stock, par value $0.001 per share.
23821D 100.
|
CUSIP No. 23821D 100
|
13G
|
Page 17 of 27 Pages
|
|
|
Item 3
|
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person
filing is a:
|
|
|
(a) ¨
|
Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).
|
|
|
(b) ¨
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
|
|
|
(c) ¨
|
Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).
|
|
|
(d) ¨
|
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
|
|
(e) ¨
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
|
|
|
(f) ¨
|
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
|
|
|
(g) ¨
|
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
|
|
|
(h) ¨
|
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
|
|
(i) ¨
|
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3).
|
|
|
(j) ¨
|
Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).
|
|
|
(k) ¨
|
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
|
Not applicable.
|
|
(a)
|
Amount beneficially owned as of the date hereof:
|
See response to Item 9 on each of the
cover pages.
|
|
(b)
|
Percent of class: See response to Item 11 on each of the cover pages.
|
|
|
(c)
|
Number of shares as to which such person has:
|
|
|
(i)
|
Sole power to vote or to direct the vote: 0 shares.
|
|
|
(ii)
|
Shared power to vote or to direct the vote: See responses to Item 6 on each of the cover pages and Item 4(a) above.
|
|
|
(iii)
|
Sole power to dispose or to direct the disposition of: 0 shares.
|
|
CUSIP No. 23821D 100
|
13G
|
Page 18 of 27 Pages
|
|
|
(iv)
|
Shared power to dispose or to direct the disposition of: See responses to Item 8 on each of the cover pages and Item 4(a)
above.
|
|
|
Item 5
|
Ownership of Five Percent or Less of a Class:
|
Not Applicable.
|
|
Item 6
|
Ownership of More Than Five Percent on Behalf of Another Person:
|
Not Applicable.
|
|
Item 7
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company:
|
Not Applicable.
|
|
Item 8
|
Identification and Classification of Members of the Group:
|
Not Applicable.
|
|
Item 9
|
Notice of Dissolution of Group:
|
Not Applicable.
Not Applicable.
SIGNATURE
After reasonable inquiry and to the best of
my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 10, 2021
|
|
VISTA FOUNDATION FUND II, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II GP, LLC
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VEP GROUP, LLC
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II-A, L.P.
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VFF II GP (CAYMAN), L.P.
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VFF II GP (CAYMAN), LTD.
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VFF II FAF, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II EXECUTIVE, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION ASSOCIATES II, LLC
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MERRITT VI AGGREGATOR, LLC
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI, L.P.
|
|
|
Its:
|
|
Managing Member
|
|
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI GP, L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEPF VIGP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VISTA EQUITY PARTNERS FUNDS VI, L.P.
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI GP, L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEPF VIGP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VISTA EQUITY PARTNERS FUNDS VI GP, L.P.
|
|
|
|
|
|
By:
|
|
VEPF VIGP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VEPF VI GP, LTD.
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
/s/ Robert F. Smith
|
|
|
|
Robert F. Smith
|
|
|
|
|
|
Exhibit A
AGREEMENT REGARDING THE JOINT FILING
OF SCHEDULE 13G
The undersigned hereby agree that a single Schedule 13G (or
any amendment thereto) relating to the common stock of Datto Holding Corp. may be filed on behalf of each of the undersigned and
that this Agreement shall be filed as an exhibit to such Schedule 13G.
Date: February 10, 2021
|
|
VISTA FOUNDATION FUND II, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II GP, LLC
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/
Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VEP GROUP, LLC
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II-A, L.P.
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VFF II GP (CAYMAN), L.P.
|
|
|
|
|
|
By:
|
|
VFF II GP (Cayman), Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VFF II GP (CAYMAN), LTD.
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VFF II FAF, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION FUND II EXECUTIVE, L.P.
|
|
|
|
|
|
By:
|
|
Vista Foundation Fund II GP, LLC
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
VISTA FOUNDATION ASSOCIATES II, LLC
|
|
|
|
|
|
By:
|
|
VEP Group, LLC
|
|
|
Its:
|
|
Senior Managing Member
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Managing Member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
MERRITT VI AGGREGATOR, LLC
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI, L.P.
|
|
|
Its:
|
|
Managing Member
|
|
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI GP, L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEPF VIGP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VISTA EQUITY PARTNERS FUNDS VI, L.P.
|
|
|
|
|
|
By:
|
|
Vista Equity Partners Funds VI GP, L.P.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
|
VEPF VI GP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VISTA EQUITY PARTNERS FUNDS VI GP, L.P.
|
|
|
|
|
|
By:
|
|
VEPF VIGP, Ltd.
|
|
|
Its:
|
|
General Partner
|
|
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
VEPF VI GP, LTD.
|
|
|
|
|
|
By:
|
/s/ Robert F. Smith
|
|
|
Name:
|
|
Robert F. Smith
|
|
|
Title:
|
|
Sole director and member
|
|
|
|
|
|
|
|
|
/s/ Robert F. Smith
|
|
|
|
Robert F. Smith
|
|
|
|
|
|
Datto (NYSE:MSP)
Historical Stock Chart
From Oct 2024 to Nov 2024
Datto (NYSE:MSP)
Historical Stock Chart
From Nov 2023 to Nov 2024
