0000899243-20-028864.txt : 20201021 0000899243-20-028864.hdr.sgml : 20201021 20201021063613 ACCESSION NUMBER: 0000899243-20-028864 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201020 FILED AS OF DATE: 20201021 DATE AS OF CHANGE: 20201021 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VEP Group, LLC CENTRAL INDEX KEY: 0001216495 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249558 BUSINESS ADDRESS: STREET 1: C/O VISTA EQUITY PARTNERS STREET 2: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: C/O VISTA EQUITY PARTNERS STREET 2: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER NAME: FORMER CONFORMED NAME: VEFIIGP LLC DATE OF NAME CHANGE: 20030129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vista Foundation Fund II, L.P. CENTRAL INDEX KEY: 0001576947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249559 BUSINESS ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VISTA FOUNDATION FUND II GP, LLC CENTRAL INDEX KEY: 0001828725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249560 BUSINESS ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 765-6500 MAIL ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vista Foundation Fund II-A, L.P. CENTRAL INDEX KEY: 0001576936 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249561 BUSINESS ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VFF II GP (CAYMAN), L.P. CENTRAL INDEX KEY: 0001828733 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249562 BUSINESS ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 765-6500 MAIL ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VFF II GP (CAYMAN), LTD. CENTRAL INDEX KEY: 0001828731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249563 BUSINESS ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (415) 765-6500 MAIL ADDRESS: STREET 1: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VFF II FAF, L.P. CENTRAL INDEX KEY: 0001576974 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249564 BUSINESS ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vista Foundation Fund II Executive, L.P. CENTRAL INDEX KEY: 0001589964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249565 BUSINESS ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vista Foundation Associates II, LLC CENTRAL INDEX KEY: 0001589968 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249566 BUSINESS ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: 150 CALIFORNIA STREET, 19TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Merritt VI Aggregator, LLC CENTRAL INDEX KEY: 0001735621 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39637 FILM NUMBER: 201249567 BUSINESS ADDRESS: STREET 1: C/O VISTA EQUITY PARTNERS STREET 2: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-765-6500 MAIL ADDRESS: STREET 1: C/O VISTA EQUITY PARTNERS STREET 2: 4 EMBARCADERO CENTER, 20TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DATTO HOLDING CORP. CENTRAL INDEX KEY: 0001724570 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 823345706 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O KIRKLAND & ELLIS LLP STREET 2: 555 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: (415) 439-1400 MAIL ADDRESS: STREET 1: C/O KIRKLAND & ELLIS LLP STREET 2: 555 CALIFORNIA STREET, SUITE 2700 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: MERRITT TOPCO, INC. DATE OF NAME CHANGE: 20171206 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-10-20 0 0001724570 DATTO HOLDING CORP. MSP 0001216495 VEP Group, LLC C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001576947 Vista Foundation Fund II, L.P. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001828725 VISTA FOUNDATION FUND II GP, LLC C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001576936 Vista Foundation Fund II-A, L.P. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001828733 VFF II GP (CAYMAN), L.P. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001828731 VFF II GP (CAYMAN), LTD. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001576974 VFF II FAF, L.P. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001589964 Vista Foundation Fund II Executive, L.P. C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001589968 Vista Foundation Associates II, LLC C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 0001735621 Merritt VI Aggregator, LLC C/O VISTA EQUITY PARTNERS 4 EMBARCADERO CENTER, 20TH FL. SAN FRANCISCO CA 94111 0 0 1 0 Common stock, $0.001 par value 113753615 I See Footnote Includes 13,941,912 shares held directly by Vista Foundation Fund II, L.P. ("VFF II"), 3,175,352 shares held directly by Vista Foundation Fund II-A, L.P. ("VFF II-A"), 846,946 shares held directly by VFF II FAF, L.P. ("VFF II FAF"), 208,600 shares held directly by Vista Foundation Fund II Executive, L.P. ("VFF II Executive"), 27,193 shares held directly by Vista Foundation Associates II, LLC ("VF Associates II") and 95,553,611 shares held directly by Merritt VI Aggregator, LLC ("Merritt VI," and collectively with VFF II, VFF II-A, VFF II FAF, VFF II Executive and VF Associates II, the "Vista Funds"). Vista Foundation Fund II GP, LLC ("VFF II GP") is the general partner of each of VFF II, VFF II FAF and VFF II Executive. VEP Group, LLC ("VEP Group") is the Senior Managing Member of VFF II GP and VF Associates II. VFF II GP (Cayman), L.P. ("VFF II-A GP") is the general partner of VFF II-A. VFF II GP (Cayman), Ltd. ("VFF II-A UGP") is the general partner of VFF II-A GP. Vista Equity Partners Fund VI, L.P. ("VEPF VI") is the managing member of Merritt VI. Vista Equity Partners Fund VI GP, L.P. ("Fund VI GP") is the sole general partner of VEPF VI. VEPF VI GP, Ltd. ("Fund VI UGP") is the general partner of Fund VI GP. Robert F. Smith is the sole director and one of 11 members of each of VFF II-A UGP and Fund VI UGP. Robert F. Smith is the sole Managing Member of VEP Group. (Continued from footnote 2) Consequently, Mr. Smith, VFF II GP, VFF II-A GP, VFF II-A UGP, VEPF VI, Fund VI GP, Fund VI UGP and VEP Group may be deemed the beneficial owners of the shares held by the Vista Funds. Each of the Vista Funds, Mr. Smith, VFF II GP, VFF II-A GP, VFF II-A UGP, VEPF VI, Fund VI GP, Fund VI UGP and VEP Group expressly disclaim beneficial ownership of any shares not held directly, except to the extent of its or his pecuniary interest. Exhibit 24 - Power of Attorney. This report is filed as form 1 of 2 to report related transactions for the following filers: Vista Foundation Fund II, L.P., Vista Foundation Fund II-A, L.P., VFF II FAF, L.P., Vista Foundation Fund II Executive, L.P., Vista Foundation Associates II, LLC, Merritt VI Aggregator, LLC, Vista Foundation Fund II GP, LLC, VEP Group, LLC, VFF II GP (Cayman), L.P., VFF II GP (Cayman), Ltd., Vista Equity Partners Fund VI, L.P., Vista Equity Partners Fund VI GP, L.P., VEPF VI GP, Ltd. and Robert F. Smith. /s/ Robert F. Smith, Managing Member of the Senior Managing Member of the General Partner of Vista Foundation Fund II, L.P. 2020-10-20 /s/ Robert F. Smith, Managing Member of the Senior Managing Member of Vista Foundation Fund II GP, LLC 2020-10-20 /s/ Robert F. Smith, Managing Member of the VEP Group, LLC 2020-10-20 /s/ Robert F. Smith, sole director and member of the General Partner of the General Partner of Vista Foundation Fund II-A, L.P. 2020-10-20 /s/ Robert F. Smith, sole director and member of the General Partner of VEP II GP (Cayman), L.P, 2020-10-20 /s/ Robert F. Smith, sole director and member of VP II GP (Cayman), Ltd. 2020-10-20 /s/ Robert F. Smith, Managing Member of the Senior Managing Member of the General Partner of VFF II FAF, L.P. 2020-10-20 /s/ Robert F. Smith, Managing Member of the Senior Managing Member of the General Partner of Vista Foundation Fund II Executive, L.P. 2020-10-20 /s/ Robert F. Smith, Managing Member of the Senior Managing Member of Vista Foundation Associates II, L.P. 2020-10-20 /s/ Robert F. Smith, sole director and member of the General Partner of the General Partner of the Managing Member of Merritt VI Aggregator, LLC 2020-10-20 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               POWER OF ATTORNEY

                      FOR SECTION 16 REPORTING OBLIGATIONS

                                October 20, 2020

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each of Tim Weller, John Abbot, Michael Fass, Adam Collicelli and William
Severance, signing singly, the undersigned's true and lawful attorney-in-fact
to: (i) execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director and/or owner of greater than 10% of the
outstanding common stock of Datto Holding Corp., a Delaware corporation (the
"Company"), Forms 3, 4 and 5 (including any amendments, supplements or exhibits
thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder; (ii) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete and execute
any such Form 3, 4 or 5 (including any amendments, supplements or exhibits
thereto) and timely file such form with the United States Securities and
Exchange Commission (the "SEC") and any stock exchange or similar authority,
including without limitation the filing of a Form ID or any other documents
necessary or appropriate to enable the undersigned to file the Form 3, 4 and 5
electronically with the SEC; (iii) seek or obtain, as the undersigned's
representative and on the undersigned's behalf, information on transactions in
the Company's securities from any third party, including brokers, employee
benefit plan administrators and trustees, and the undersigned hereby authorizes
any such person to release any such information to each of the undersigned's
attorneys-in-fact appointed by this Power of Attorney and ratifies any such
release of information; and (iv) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such attorney-
in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be
in such form and shall contain such terms and conditions as such attorney-in-
fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date first written above.

Signed and acknowledged:

/s/ Robert F. Smith, Managing Member of the Senior Managing Member of the
General Partner of Vista Foundation Fund II, L.P.

/s/ Robert F. Smith, Managing Member of the Senior Managing Member of Vista
Foundation Fund II GP, LLC

/s/ Robert F. Smith, Managing Member of the VEP Group, LLC

/s/ Robert F. Smith, sole director and member of the General Partner of the
General Partner of Vista Foundation Fund II-A, L.P.

/s/ Robert F. Smith, sole director and member of the General Partner of
VEP II GP (Cayman), L.P,

/s/ Robert F. Smith, sole director and member of VP II GP (Cayman), Ltd.

/s/ Robert F. Smith, Managing Member of the Senior Managing Member of the
General Partner of VFF II FAF, L.P.

/s/ Robert F. Smith, Managing Member of the Senior Managing Member of the
General Partner of Vista Foundation Fund II Executive, L.P.

/s/ Robert F. Smith, Managing Member of the Senior Managing Member of Vista
Foundation Associates II, L.P.

/s/ Robert F. Smith, sole director and member of the General Partner of the
General Partner of the Managing Member of Merritt VI Aggregator, LLC

/s/ Robert F. Smith, sole director and member of the General Partner of the
General Partner of Vista Equity Partners Fund VI, L.P.

/s/ Robert F. Smith, sole director and member of the General Partner of Vista
Equity Partners Fund VI GP, L.P.

/s/ Robert F. Smith, sole director and member of VEPF VIGP, Ltd.

/s/ Robert F. Smith