0001104659-19-015347.txt : 20190315 0001104659-19-015347.hdr.sgml : 20190315 20190315213455 ACCESSION NUMBER: 0001104659-19-015347 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20190313 FILED AS OF DATE: 20190315 DATE AS OF CHANGE: 20190315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Holdings Group, LLC CENTRAL INDEX KEY: 0001305473 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 19686612 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Coinvestment Fund III, L.P. CENTRAL INDEX KEY: 0001607704 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 19686613 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. CENTRAL INDEX KEY: 0001607705 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 19686614 BUSINESS ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9200 MAIL ADDRESS: STREET 1: 680 FIFTH AVENUE, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Coinvestment III, L.P. CENTRAL INDEX KEY: 0001658472 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 19686615 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36 TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 230 9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36 TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Insight Venture Associates Coinvestment III, Ltd. CENTRAL INDEX KEY: 0001658494 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38034 FILM NUMBER: 19686616 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 230 9200 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alteryx, Inc. CENTRAL INDEX KEY: 0001689923 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 900673106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3345 MICHELSON DRIVE STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: (888) 836-4274 MAIL ADDRESS: STREET 1: 3345 MICHELSON DRIVE STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92612 4 1 a4.xml 4 X0306 4 2019-03-13 1 0001689923 Alteryx, Inc. AYX 0001305473 Insight Holdings Group, LLC C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001607704 Insight Venture Partners Coinvestment Fund III, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001607705 Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658472 Insight Venture Associates Coinvestment III, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658494 Insight Venture Associates Coinvestment III, Ltd. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Class A Common Stock 2019-03-13 4 C 0 725171 A 920967 I See footnote Class A Common Stock 2019-03-13 4 C 0 524829 A 666533 I See footnote Class A Common Stock 2019-03-13 4 J 0 725171 D 195796 I See footnote Class A Common Stock 2019-03-13 4 J 0 524829 D 141704 I See footnote Class B Common Stock 2019-03-13 4 C 0 725171 D Class A Common Stock 725171 687622 D Class B Common Stock 2019-03-13 4 C 0 524829 D Class A Common Stock 524829 497652 D See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 This Form 4 is one of two Forms 4 filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. Each Form 4 is filed by Designated Filer, Insight Holdings Group, LLC. Exhibit List: Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Names and Addresses Exhibit 99.3 - Joint Filers' Signatures INSIGHT HOLDINGS GROUP, LLC 2019-03-15 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

Designated Filer:		Insight Holdings Group, LLC
Issuer & Ticker Symbol:		Alteryx, Inc. [AYX]
Date of Event Requiring Statement:		March 13, 2019

EXPLANATION OF RESPONSES

(1) Each share of Class B Common Stock of Alteryx, Inc. (the “Issuer”) is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”). On March 13, 2019, Insight Venture Partners Coinvestment Fund III, L.P. (“IVP Coinvestment III”) converted 725,171 shares of Class B Common Stock into 725,171 shares of Class A Common Stock and Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. (“IVP Coinvestment Delaware III”) converted 524,829 shares of Class B Common Stock into 524,829 shares of Class A Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.

(2) Effective March 13, 2019, the Insight Coinvestment III Funds (as defined below) distributed an aggregate of 1,250,000 shares of Class A Common Stock of the Issuer to their partners on a pro rata basis in accordance with their respective ownership interests as determined in accordance with the applicable limited partnership agreements of such entities, with no consideration being paid in connection therewith (the “Initial Distribution”).

In connection with the Initial Distribution, Insight Venture Associates Coinvestment III, L.P. (“IVA Coinvestment III”), the general partner of the Insight Coinvestment III Funds (as defined below) acquired direct ownership of 725,171 shares of Class A Common Stock of the Issuer. On March 13, 2019, IVA Coinvestment III distributed 725,171 shares of Class A Common Stock of the Issuer, pro rata to its partners in accordance with their respective ownership interests as determined in accordance with the limited partnership agreement of IVA Coinvestment III.

(3) Held directly by IVP Coinvestment Fund III.

(4) Held directly by IVP Coinvestment Fund (Delaware). IVP Coinvestment III and IVP Coinvestment Delaware III are together referred to as the “Insight Coinvestment III Funds”.

EX-99.2 3 ex-99d2.htm EX-99.2

Exhibit 99.2

Designated Filer:		Insight Holdings Group, LLC
Issuer & Ticker Symbol:		Alteryx, Inc. [AYX]
Date of Event Requiring Statement:		March 13, 2019

JOINT FILERS’ NAMES AND ADDRESSES

1. Insight Venture Partners Coinvestment Fund III, L.P.

2. Insight Venture Partners Coinvestment Fund (Delaware) III, L.P.

3. Insight Venture Associates Coinvestment III, L.P.

4. Insight Venture Associates Coinvestment III, Ltd.

5. Insight Holdings Group, LLC

The business address for each of the above reporting persons is:

c/o Insight Venture Partners

1114 Avenue of the Americas, 36th Floor

New York, NY 10036

EX-99.3 4 ex-99d3.htm EX-99.3

Exhibit 99.3

Designated Filer:		Insight Holdings Group, LLC
Issuer & Ticker Symbol:		Alteryx, Inc. [AYX]
Date of Event Requiring Statement:		March 13, 2019

JOINT FILER INFORMATION

209,429 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners VIII, L.P. (“IVP VIII”), 54,173 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners (Cayman) VIII, L.P. (“IVP Cayman VIII”), 66,424 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners (Delaware) VIII, L.P. (“IVP Delaware VIII”), and 7,474 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners VIII (Co-Investors), L.P. (“IVP Co-Investors VIII” and, together with IVP VIII, IVP Cayman VIII and IVP Delaware VIII, the “IVP VIII Funds”). 195,796 shares of Class A Common Stock of the Issuer are held of record by Insight Venture Partners Coinvestment Fund III, L.P. (“IVP Coinvestment III”) and 141,704 shares of Class A Common Stock of the Issuer are held by Insight Venture Partners Coinvestment Fund (Delaware) III, L.P. (“IVP Coinvestment Delaware” and, together with the IVP VIII Funds, and IVP Coinvestment III the “IVP Funds”). 99,107 shares of Class A Common Stock of the Issuer are held of record by IVP (Venice), L.P. (“IVP Venice”).

The amount listed as owned by each IVP VIII Fund may be deemed to be attributable to each of the other IVP VIII Funds, Insight Venture Associates VIII, L.P. (“IVA VIII”), Insight Venture Associates VIII, Ltd. (“IVA VIII Ltd”) and Insight Holdings Group, LLC (“Holdings”) because Holdings is the sole shareholder of IVA VIII Ltd, which in turn is the general partner of IVA VIII, which in turn is the general partner of each of the IVP VIII Funds. Accordingly, the amount listed as owned by IVA VIII may be deemed to be attributable to IVA VIII Ltd and Holdings.

The amount listed as owned by IVP Coinvestment III may be deemed attributable to IVP Coinvestment Delaware, Insight Venture Associates III, L.P. (“IVA Coinvestment III”), Insight Venture Associates Coinvestment III, Ltd. (“IVA Coinvestment III Ltd.”) and Holdings because Holdings is the sole shareholder of IVA Coinvestment III Ltd., which in turn is the general partner of IVA Coinvestment III, which is the general partner of IVP Coinvestment III and IVP Coinvestment Delaware . Accordingly, the amount listed as owned by IVA Coinvestment III may be deemed attributable to Holdings.

The amount listed as owned by IVP Venice may be deemed attributable to Holdings because Holdings is the sole shareholder of Insight Venture Associates X, Ltd. (“IVA X”), which is the general partner of IVP GP (Venice), LLC (“IVP GP Venice”), which in turn is the general partner of IVP Venice.

Each of Jeffrey Horing, Deven Parekh, Peter Sobiloff, Michael Triplett and Jeffrey Lieberman is a member of the board of managers of Holdings and as such shares voting and dispositive power over the shares held of record by the IVP Funds, IVA VIII, IVP Venice and IVA Coinvestment III. The foregoing is not an admission by (i) IVA VIII, IVA VIII Ltd, IVA Coinvestment III, IVA Coinvestment III Ltd. or Holdings that it is the beneficial owner of the shares held of record by the IVP Funds, (ii) IVA X, IVP GP Venice or Holdings that it is the beneficial owner of the shares held of record by IVP Venice, (iii) IVA VIII Ltd or Holdings that it is the beneficial owner of the shares held of record by IVA VIII, or (iv) IVA Coinvestment III Ltd. or Holdings that it is the beneficial owner of the shares held of record by IVA Coinvestment III. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by any of the IVP Funds, IVA VIII, IVP Venice or IVA Coinvestment III, except to the extent of his pecuniary interest therein.

The address of each of the entities and persons identified in this Exhibit 99.3 is c/o Insight Venture Partners, 1114 Avenue of the Americas, 36th Floor, New York, New York 10036.

JOINT FILERS’ SIGNATURES

INSIGHT VENTURE PARTNERS COINVESTMENT FUND III, L.P.

By: Insight Venture Associates Coinvestment III, L.P., its general partner
By: Insight Venture Associates Coinvestment III, Ltd., its general partner

By:	/s/ Blair Flicker
Name: Blair Flicker
Title: Authorized Signatory


INSIGHT VENTURE PARTNERS COINVESTMENT FUND (DELAWARE) III, L.P.

By: Insight Venture Associates Coinvestment III, L.P., its general partner
By: Insight Venture Associates Coinvestment III, Ltd., its general partner

By:	/s/ Blair Flicker
Name: Blair Flicker
Title: Authorized Signatory


INSIGHT VENTURE ASSOCIATES COINVESTMENT III, L.P.

By: Insight Venture Associates Coinvestment III, Ltd., its general partner


By:	/s/ Blair Flicker
Name: Blair Flicker
Title: Authorized Signatory

INSIGHT VENTURE ASSOCIATES COINVESTMENT III, LTD.


By:	/s/ Blair Flicker
Name: Blair Flicker
Title: Authorized Signatory


INSIGHT HOLDINGS GROUP, LLC


By:	/s/ Blair Flicker
Name: Blair Flicker
Title: Authorized Signatory