SECURITIES AND EXCHANGE COMMISSION
|
Washington, D.C. 20549
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SCHEDULE 13D
Under the
Securities Exchange Act of 1934
|
(Amendment No.
1)*
|
|
(Name of Issuer)
Class
A Common Stock, $0.0001 Par Value Per Share
(Title of Class of Securities)
(CUSIP Number)
Andrew
Prodromos
Deputy
General Counsel and Chief Compliance Officer
Insight Partners
1114
Avenue of the Americas, 36th
Floor
New
York, NY 10036
(212)
230-9200
With a
copy to:
Matthew J. Guercio
Willkie Farr & Gallagher LLP
787
Seventh Avenue
New
York, NY 10019
(212)
728-8000
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
(Date
of Event which Requires
Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§ 240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box:
☐
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all
exhibits. See Rule 240.13d-7 for other parties to whom copies
are to be sent.
*
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 disclosures provided in a
prior cover page.
The
information required on 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 (the “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).
SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Venture Partners X, L.P.
|
2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e)
☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
15,734,225 (1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
15,734,225 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
15,734,225 (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.5% (1)
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14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Venture Partners (Cayman) X, L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
12,902,253 (1)
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9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
12,902,253 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
12,902,253 (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.8% (1)
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14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Venture Partners (Delaware) X, L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
2,495,815 (1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
2,495,815 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,495,815 (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.5% (1)
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14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Venture Partners X (Co-Investors), L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
374,372 (1)
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9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
374,372 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
374,372 (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.2% (1)
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14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners XI, L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
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3
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SEC USE ONLY
|
4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
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SOLE VOTING POWER
0
|
8
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SHARED VOTING POWER
1,221,222 (1)
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9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
1,221,222 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,221,222 (1)
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7% (1)
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14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners (Cayman) XI, L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
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3
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SEC USE ONLY
|
4
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SOURCE OF FUNDS (See Instructions)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
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SOLE VOTING POWER
0
|
8
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SHARED VOTING POWER
1,337,912 (1)
|
9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
1,337,912 (1)
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,337,912 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.8% (1)
|
14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners (Delaware) XI, L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
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3
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SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
170,827 (1)
|
9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
170,827 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
170,827 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
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TYPE OF REPORTING PERSON (See Instructions)
PN
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SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners XI (Co-Investors), L.P.
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2
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CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
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SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
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5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
20,335 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
20,335 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
20,335 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners XI (Co-Investors) (B), L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
28,028 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
28,028 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
28,028 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners (EU) XI, S.C.Sp.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
158,685 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
158,685 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
158,685 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
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1
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NAMES OF REPORTING PERSONS
Insight Partners Fund X Follow-On Fund, L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
84,734 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
84,734 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
84,734 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
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|
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|
|
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Cayman) Follow-On Fund, L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
106,492 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
106,492 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
106,492 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Delaware) Follow-On Fund, L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
4,140 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
4,140 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
4,140 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Partners Fund X (Co-Investors) Follow-On Fund,
L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
7,190 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
7,190 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
7,190 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Venture Associates X, L.P.
|
2
|
CHECK THE APPROPRIATE
BOX IF A MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
31,506,665 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
31,506,665 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
31,506,665 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
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
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
31,506,665 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
31,506,665 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
31,506,665 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.0% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Associates XI, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (See Instructions) (a)
☐
(b)
☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or
2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
2,778,324 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
2,778,324 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,778,324 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See
Instructions)
☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Associates XI, Ltd.
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
2,778,324 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
2,778,324 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,778,324 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Associates (EU) XI, S.a.r.l.
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
158,685 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
158,685 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
158,685 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Associates Fund X Follow-On, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (See Instructions) (a)
☐
(b) ☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
202,556 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
202,556 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
202,556 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
1
|
NAMES OF REPORTING PERSONS
Insight Associates Fund X Follow-On, Ltd.
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (See Instructions) (a) ☐
(b)
☐
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
202,556 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
202,556 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
202,556 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.1% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
SCHEDULE 13D
CUSIP No. 81730H 10 9
|
|
|
|
|
|
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
|
SOURCE OF FUNDS (See Instructions)
OO
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) ☐
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
34,646,230 (1)
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
34,646,230 (1)
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
34,646,230 (1)
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) ☐
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.9% (1)
|
14
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
This Amendment No. 1 to Schedule
13D (this “Amendment No. 1”) is being filed on behalf of the
Reporting Persons (as defined below) with respect to the shares of
Class A Common Stock, par value $0.0001 per share (the “Class A
Common Stock”), of SentinelOne, Inc., a Delaware corporation (the
“Issuer”), to amend the Schedule 13D filed with the U.S. Securities
and Exchange Commission (the “SEC”) on July 12, 2021 (the “Schedule
13D”) on behalf of the following persons (each, a “Reporting
Person”, and collectively, the “Reporting Persons”): (i) Insight
Venture Partners X, L.P., a Cayman Islands exempted limited
partnership (“IVP X”); (ii) Insight Venture Partners (Cayman) X,
L.P., a Cayman Islands exempted limited partnership (“IVP Cayman
X”); (iii) Insight Venture Partners (Delaware) X, L.P., a Delaware
limited partnership (“IVP Delaware X”); (iv) Insight Venture
Partners X (Co-Investors), L.P., a Cayman Islands exempted limited
partnership (“IVP Co-Investors X” and, together with IVP X, IVP
Cayman X and IVP Delaware X, the “IVP X Funds”); (v) Insight
Partners XI, L.P., a Cayman Islands exempted limited partnership
(“IP XI”); (vi) Insight Partners (Cayman) XI, L.P., a Cayman
Islands exempted limited partnership (“IP Cayman XI”); (vii)
Insight Partners (Delaware) XI, L.P., a Delaware limited
partnership (“IP Delaware XI”); (viii) Insight Partners XI
(Co-Investors), L.P., a Cayman Islands exempted limited partnership
(“IP Co-Investors XI”); (ix) Insight Partners XI (Co-Investors)
(B), L.P., a Cayman Islands exempted limited partnership (“IP
Co-Investors B XI”); (x) Insight Partners (EU) XI, S.C.Sp., a
Luxembourg special limited partnership (“IP EU XI” and, together
with IP XI, IP Cayman XI, IP Delaware XI, IP Co-Investors XI and IP
Co-Investors B XI, the “IP XI Funds”); (xi) Insight Partners Fund X
Follow-On Fund, L.P., a Cayman Islands exempted limited partnership
(“IP X FOF”); (xii) Insight Partners Fund X (Cayman) Follow-On
Fund, L.P., a Cayman Islands exempted limited partnership (“IP X
Cayman FOF”); (xiii) Insight Partners Fund X (Delaware) Follow-On
Fund, L.P., a Delaware limited partnership (“IP X Delaware FOF”);
(xiv) Insight Partners Fund X (Co-Investors) Follow-On Fund, L.P.,
a Cayman Islands exempted limited partnership (“IP X Co-Investors
FOF” and, together with IP X FOF, IP X Cayman FOF and IP X Delaware
FOF, the “IP X FOF Funds”); (xv) Insight Venture Associates X,
L.P., a Cayman Islands exempted limited partnership (“IVA X”);
(xvi) Insight Venture Associates X, Ltd., a Cayman Islands exempted
company (“IVA X Ltd”); (xvii) Insight Associates XI, L.P., a Cayman
Islands exempted limited partnership (“IA XI”); (xviii) Insight
Associates XI, Ltd., a Cayman Islands exempted company (“IA XI
Ltd”); (xix) Insight Associates (EU) XI, S.a.r.l., a Luxembourg
limited liability company (“IA EU XI”); (xx) Insight Associates
Fund X Follow-On, L.P., a Cayman Islands exempted limited
partnership (“IA X FOF”); (xxi) Insight Associates Fund X
Follow-On, Ltd., a Cayman Islands exempted company (“IA X FOF
Ltd”); and (xxii) Insight Holdings Group, LLC, a Delaware limited
liability company (“Holdings”). This Amendment No. 1 is being
filed to reflect changes in the number of issued and outstanding
shares of the Issuer’s Class A Common Stock as reported in the
Issuer’s quarterly report for the quarterly period ended October
31, 2021, as filed with the SEC on December 9, 2021 (the
“10-Q”).
This Amendment No. 1 is being
filed to amend Item 5 and Item 6 of the Schedule 13D as
follows:
Item 5. Interest in Securities of the
Issuer.
Items 5(a) and 5(b) of the
Schedule 13D are amended as follows:
On the date
hereof, the Reporting Persons beneficially own directly and/or
indirectly the following shares:
Reporting
Person
|
Shares of Class
A Common Stock
|
Shares of Class
B Common Stock (1)
|
Percentage of
Class A Common Stock (2)(3)
|
Insight Venture Partners X, L.P.
|
1,573,422
|
14,160,803
|
9.50%
|
Insight Venture Partners (Cayman) X, L.P.
|
1,290,225
|
11,612,028
|
7.80%
|
Insight Venture Partners (Delaware) X, L.P.
|
249,581
|
2,246,234
|
1.50%
|
Insight Venture Partners X (Co-Investors), L.P.
|
37,437
|
336,935
|
0.20%
|
Insight Partners XI, L.P.
|
122,122
|
1,099,100
|
0.70%
|
Insight Partners (Cayman) XI, L.P.
|
133,791
|
1,204,121
|
0.80%
|
Insight Partners (Delaware) XI, L.P.
|
17,082
|
153,745
|
0.10%
|
Insight Partners XI (Co-Investors), L.P.
|
2,033
|
18,302
|
0.00%
|
Insight Partners XI (Co-Investors) (B), L.P.
|
2,802
|
25,226
|
0.00%
|
Insight Partners (EU) XI, S.C.Sp.
|
15,868
|
142,817
|
0.10%
|
Insight Partners Fund X Follow-On Fund, L.P.
|
84,734
|
-
|
0.1%
|
Insight Partners Fund X (Cayman) Follow-On Fund, L.P.
|
106,492
|
-
|
0.1%
|
Insight Partners Fund X (Delaware) Follow-On Fund, L.P.
|
4,140
|
-
|
0.0%
|
Insight Partners Fund X (Co-Investors) Follow-On Fund,
L.P.
|
7,190
|
-
|
0.0%
|
Insight Venture Associates X, L.P.
|
3,150,665
|
28,356,000
|
19.0%
|
Insight Venture Associates X, Ltd.
|
3,150,665
|
28,356,000
|
19.0%
|
Insight Associates XI, L.P.
|
277,830
|
2,500,494
|
1.7%
|
Insight Associates XI, Ltd.
|
277,830
|
2,500,494
|
1.7%
|
Insight Associates (EU) XI, S.a.r.l.
|
15,868
|
142,817
|
0.1%
|
Insight Associates Fund X Follow-On, L.P.
|
202,556
|
-
|
0.1%
|
Insight Associates Fund X Follow-On, Ltd.
|
202,556
|
-
|
0.1%
|
Insight Holdings Group, LLC
|
3,646,919
|
30,999,311
|
20.9%
|
(1)
|
Each share of
Class B Common Stock is convertible into one share of Class A
Common Stock at any time and will convert automatically upon
certain transfers and upon the earlier of (i) the date specified by
a vote of the holders of 66 2/3% of the then outstanding shares of
Class B Common Stock, (ii) seven years from the effective date of
the IPO (as defined in the Schedule 13D), (iii) the first date
following the IPO on which the number of shares of outstanding
Class B Common Stock (including shares of Class B Common Stock
subject to outstanding stock options) held by Tomer Weingarten,
including certain entities that Mr. Weingarten controls, is less
than 25% of the number of shares of Class B Common Stock (including
shares of Class B Common Stock subject to outstanding stock
options) that Mr. Weingarten originally held as of the date of the
IPO, (iv) the date fixed by the Issuer’s board of directors (the
“Board”), following the first date following the completion of the
IPO when Mr. Weingarten is no longer providing services to the
Issuer as an officer, employee, consultant or member of the Board,
(v) the date fixed by the Board following the date, if applicable,
on which Mr. Weingarten is terminated for cause, as defined in the
Issuer’s restated certificate of incorporation, and (vi) the date
that is 12 months after the death or disability, as defined in the
Issuer’s restated certificate of incorporation, of Mr.
Weingarten.
|
(2)
|
Based on the
quotient obtained by dividing (a) the aggregate number of shares of
Class A Common Stock and Class B Common Stock beneficially owned by
the Reporting Person, by (b) the sum of (i) 134,523,732 shares of
Class A Common Stock outstanding as of November 30, 2021, as
reported in the 10-Q, and (ii) the number of shares of Class B
Common Stock beneficially owned by the Reporting Persons. The
number of shares of Class B Common Stock beneficially owned by the
Reporting Person(s) are treated as converted into Class A Common
Stock only for the purpose of computing the percentage ownership of
the Reporting Person for the purpose hereof.
|
(3)
|
The Class B
Common Stock has 20 votes per share, and the Class A Common Stock
has one vote per share. The percentage ownership of the
Reporting Person reported herein does not give effect to the 20
votes per share of Class B Common Stock because the shares of Class
B Common Stock are treated as converted into Class A Common Stock
for the purpose hereof.
|
On the date
hereof, the Reporting Persons beneficially own an aggregate of
3,646,919 shares of Class A Common Stock and 30,999,311 shares of
Class B Common Stock, which represent approximately 20.9% of the
Class A Common Stock outstanding (calculated in accordance with
footnote (2) above). If all outstanding shares of Class B
Common Stock (as reported in the 10-Q) were deemed converted into
Class A Common Stock, the Reporting Persons would be deemed to
beneficially own approximately 13.0% of the shares of Class A
Common Stock deemed outstanding.
Each of the
Reporting Persons shares voting and dispositive power over the
shares of Class A Common Stock and Class B Common Stock held
directly by the IVP X Funds, IP XI Funds and IP X FOF Funds.
Each of
Holdings, IVA X Ltd, IA XI Ltd, IA X FOF Ltd, IVA X, IA XI, IA EU
XI and IA X FOF expressly declares that nothing herein shall be
construed as an admission that it is, for the purposes of sections
13(d) or 13(g) of the Act or for any other purpose, the beneficial
owner of any securities covered hereby.
To the
Reporting Persons’ knowledge, no shares of Class A Common Stock or
Class B Common Stock are beneficially owned by any Scheduled Person
(as defined in the Schedule 13D).
Item 6. |
Contracts, Arrangements,
Understandings, or Relationships With Respect to Securities of the
Issuer.
|
Item 6 of the Schedule 13D is
amended as follows:
Certain of the Reporting Persons
are party to the following contracts with respect to the securities
of the Issuer:
Lock-Up
Agreements
In connection with the IPO, the
IVP X Funds, IP XI Funds and IP X FOF Funds entered into Lock-Up
Agreements with the underwriters pursuant to which such Reporting
Persons, with limited exceptions, agreed to not, without the prior
written consent of Morgan Stanley & Co. LLC and Goldman Sachs
& Co. LLC, or their representatives, transfer shares of common
stock of the Issuer, including any hedging transactions, during the
period ending on the earlier of (i) the opening of trading on the
second trading day immediately following the Issuer’s public
release of earnings for the third quarter of fiscal 2022 and (ii)
the date that is 180 days after the date of the Prospectus (as
defined in the Schedule 13D).
Following the Issuer’s public
release of its quarterly financial results for the third quarter of
its fiscal year ending January 31, 2022, as reported in the
Issuer’s current report on Form 8-K, as filed with the SEC on
December 7, 2021 (the “8-K”), immediately prior to the opening of
trading on December 9, 2021, the transfer restrictions to which the
shares of the Issuer’s common stock were subject under the Lock-Up
Agreements expired and such shares became eligible for sale,
subject to the restrictions described in Item 8.01 of the 8-K,
incorporated herein by reference.
The foregoing description of the
Lock-Up Agreements is a summary only and is qualified in its
entirety by reference to the form of Lock-Up Agreement, which is
filed as Exhibit 7.2 herewith and incorporated by reference
herein.
Investors’
Rights Agreement
Pursuant to the Sixth Amended and
Restated Investors’ Rights Agreement, dated as of October 28, 2020,
by and among the Issuer, the IVP X Funds, the IP XI Funds and
certain other holders listed therein (the “Investors’ Rights
Agreement”), such Reporting Persons are entitled to certain
registration rights in connection with the resale of the shares of
capital stock of the Issuer owned or acquired by such Reporting
Persons (the “Registerable Securities”), including customary demand
registration rights, piggy-back registration rights and a re-sale
shelf-registration statement covering the Registerable
Securities.
The foregoing description of the
Investors’ Rights Agreement is a summary only and is qualified in
its entirety by reference to the Investors’ Rights Agreement, which
is filed as Exhibit 7.3 herewith and incorporated by reference
herein.
The information set forth, or
incorporated by reference, in Items 3 through 5 is hereby
incorporated by reference into this Item 6. Except as
described herein, there are no contracts, arrangements,
undertakings or relationships (legal or otherwise) among the
persons named in Item 2 (or any Scheduled Person) or between
such persons and any other person with respect to any securities of
the Issuer.
Item 7. Material to Be Filed as Exhibits.
Exhibit 7.1
|
Joint Filing Agreement, dated
July 12, 2021, by and among the Reporting Persons (incorporated by
reference to Exhibit 7.1 to the Schedule 13D filed on behalf of the
Reporting Persons with the SEC on July 12, 2021).
|
Exhibit 7.2
|
Form of Lock-Up Agreement
(incorporated by reference to Exhibit A to Exhibit 1.1 to Amendment
No. 2 to Form S-1 filed by the Issuer with the SEC on June 28,
2021).
|
Exhibit 7.3
|
Amended and Restated Investors’
Rights Agreement among SentinelOne, Inc. and certain holders of its
capital stock, dated October 28, 2020 (incorporated by reference to
Exhibit 4.2 to Amendment No. 2 to Form S-1 filed by the Issuer with
the SEC on June 28, 2021).
|
SIGNATURES
After reasonable inquiry and to the
best of our knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
Dated: December 15, 2021
|
INSIGHT VENTURE PARTNERS X,
L.P.
By: Insight Venture Associates X, L.P., its general
partner
By: Insight Venture Associates X, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT VENTURE PARTNERS (CAYMAN)
X, L.P.
By: Insight Venture Associates X, L.P., its general
partner
By: Insight Venture Associates X, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT VENTURE PARTNERS (DELAWARE)
X, L.P.
By: Insight Venture Associates X, L.P., its general
partner
By: Insight Venture Associates X, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT VENTURE PARTNERS X
(CO-INVESTORS), L.P.
By: Insight Venture Associates X, L.P., its general
partner
By: Insight Venture Associates X, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS XI, L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS (CAYMAN) XI,
L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS (DELAWARE) XI,
L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS XI (CO-INVESTORS),
L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS XI (CO-INVESTORS)
(B), L.P.
By: Insight Associates XI, L.P., its general partner
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS (EU) XI,
S.C.SP.
By: Insight Associates (EU) XI, S.a.r.l., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS FUND X FOLLOW-ON
FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general
partner
By: Insight Associates Fund X Follow-On, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS FUND X (CAYMAN)
FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general
partner
By: Insight Associates Fund X Follow-On, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS FUND X (DELAWARE)
FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general
partner
By: Insight Associates Fund X Follow-On, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT PARTNERS FUND X
(CO-INVESTORS) FOLLOW-ON FUND, L.P.
By: Insight Associates Fund X Follow-On, L.P., its general
partner
By: Insight Associates Fund X Follow-On, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT VENTURE ASSOCIATES X,
L.P.
By: Insight Venture Associates X, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT VENTURE ASSOCIATES X,
LTD.
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT ASSOCIATES XI, L.P.
By: Insight Associates XI, Ltd., its general partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT ASSOCIATES XI, LTD.
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT ASSOCIATES (EU) XI,
S.A.R.L.
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT ASSOCIATES FUND X
FOLLOW-ON, L.P.
By: Insight Associates Fund X Follow-On, Ltd., its general
partner
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT ASSOCIATES FUND X
FOLLOW-ON, LTD.
By: ______/s/ Andrew Prodromos_______
Name: Andrew Prodromos
Title: Authorized Officer
|
Dated: December 15, 2021
|
INSIGHT HOLDINGS GROUP, LLC
By: ___/s/ Andrew Prodromos______
Name: Andrew Prodromos
Title: Attorney-in-Fact
|