X0206 3 2017-06-29 0 0001554875 Tintri, Inc. TNTR 0001574478 Insight Venture Partners VIII, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658537 Insight Venture Associates VIII, Ltd. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 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 0001709874 Star Trinity, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001709871 Star Trinity GP, LLC C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001498545 Insight Venture Management, LLC C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001574465 Insight Venture Partners (Cayman) VIII, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001574477 Insight Venture Partners(Delaware) VIII, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001578044 Insight Venture Partners VIII (Co-Investors), L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 0001658471 Insight Venture Associates VIII, L.P. C/O INSIGHT VENTURE PARTNERS, 1114 AVENUE OF THE AMERICAS, 36TH FLOOR NEW YORK NY 10036 0 0 1 0 Common Stock 25326 D Common Stock 6551 D Common Stock 904 D Common Stock 8032 D Common Stock 40813 I See footnote Common Stock 40813 I See footnote Common Stock 40813 I See footnote Series E Preferred Stock 0 Common Stock 570885 D Series E Preferred Stock 0 Common Stock 147672 D Series E Preferred Stock 0 Common Stock 20374 D Series E Preferred Stock 0 Common Stock 181067 D Series E Preferred Stock 0 Common Stock 919998 I See footnote Series E Preferred Stock 0 Common Stock 919998 I See footnote Series E Preferred Stock 0 Common Stock 919998 I See footnote Series F Preferred Stock 0 Common Stock 70450 D Series F Preferred Stock 0 Common Stock 18223 D Series F Preferred Stock 0 Common Stock 2514 D Series F Preferred Stock 0 Common Stock 22344 D Series F Preferred Stock 0 Common Stock 454132 D Series F Preferred Stock 0 Common Stock 113531 I See footnote Series F Preferred Stock 0 Common Stock 113531 I See footnote Series F Preferred Stock 0 Common Stock 454132 I See footnote Series F Preferred Stock 0 Common Stock 454132 I See footnote Series F Preferred Stock 0 Common Stock 567663 I See footnote Shares held of record by Insight Venture Partners VIII, L.P. ("IVP VIII"). The amount listed as owned by each of IVP VIII, Insight Venture Partners (Cayman) VIII, L.P. ("IVP Cayman VIII"), Insight Venture Partners VIII (Co-Investors), L.P. ("IVP VIII Co-Investors") and Insight Venture Partners (Delaware) VIII, L.P. ("IVP Delaware VIII" together with IVP VIII, IVP Cayman VIII and IVP VIII Co-Investors, the "IVP VIII Funds") may be deemed to be attributable to Insight Venture Associates VIII, L.P. ("IVPA VIII, L.P."), Insight Venture Associates VIII, Ltd. ("IVPA VIII, Ltd.") and Insight Holdings Group, LLC ("Holdings") because the general partner of the IVP VIII Funds is IVPA VIII, L.P., the general partner of which is IVPA VIII, Ltd., the sole shareholder of which is Holdings. 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 by the IVP VIII Funds. The foregoing is not an admission by any of Holdings, IVPA VIII, L.P., or IVPA VIII, Ltd., that it is the beneficial owner of any of the shares held by the IVP VIII Funds. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by the IVP VIII Funds except to the extent of his pecuniary interest therein. Shares held of record by IVP Cayman VIII. Shares held of record by IVP VIII Co-Investors. Shares held of record by IVP Delaware VIII. These shares are owned indirectly by IVPA VIII, L.P. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. These shares are owned indirectly by IVPA VIII, Ltd. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. These shares are owned indirectly by Holdings. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. The Series E Preferred Stock is, at the option of the holder, convertible into shares of Common Stock on a 1-for-1 basis and will automatically convert into shares of Common Stock on a 3-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series E Preferred Stock does not have an expiration date. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held by IVP VIII will convert into a total of 1,712,655 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held by IVP Cayman VIII will convert into a total of 443,016 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held by IVP VIII Co-Investors will convert into a total of 61,122 shares of Common Stock in connection with the Issuer's initial public offering The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held by IVP Delaware VIII will convert into a total of 543,201 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held indirectly by IVPA VIII, L.P. will convert into a total of 2,759,994 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held indirectly by IVPA VIII, Ltd. will convert into a total of 2,759,994 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII, L.P., IVPA VIII, Ltd. and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series E Preferred Stock held indirectly Holdings will convert into a total of 2,759,994 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII, L.P., IVPA VIII, Ltd. and Holdings. The Series F Preferred Stock is, at the option of the holder, convertible into shares of Common Stock on a 1-for-1 basis and will automatically convert into shares of Common Stock on a 2.9999959-for-1 basis immediately prior to the closing of the Issuer's initial public offering. The Series F Preferred Stock does not have an expiration date. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held by IVP VIII will convert into a total of 211,349 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held by IVP Cayman VIII will convert into a total of 54,668 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held by IVP VIII Co-Investors will convert into a total of 7,541 shares of Common Stock in connection with the Issuer's initial public offering. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held by IVP Delaware VIII will convert into a total of 67,031 shares of Common Stock in connection with the Issuer's initial public offering. Shares held of record by Star Trinity, LP ("ST LP"). The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held by ST LP will convert into a total of 1,362,394 shares of Common Stock in connection with the Issuer's initial public offering. The amount listed as owned by ST LP may be deemed attributable to Star Trinity GP, LLC ("ST GP"), Insight Venture Management, LLC ("IVM") and Holdings because the general partner of ST LP is ST GP, the sole member of which is IVM, the sole member of which is Holdings. 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 by ST LP. The foregoing is not an admission by any of Holdings, ST GP or IVM that it is the beneficial owner of any of the shares held by ST LP. Each of Messrs. Horing, Parekh, Sobiloff, Triplett and Lieberman disclaims beneficial ownership of the shares held by ST LP except to the extent of his pecuniary interest therein. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held indirectly by IVPA VIII L.P. will convert into a total of 340,589 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held indirectly by IVPA VIII, Ltd. will convert into a total of 340,589 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII L.P., IVPA VIII, Ltd. and Holdings. These shares are owned indirectly by ST GP. See footnote (25) above for a description of the relationship among ST LP, ST GP, IVM and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held indirectly by ST GP will convert into a total of 1,362,394 shares of Common Stock in connection with the Issuer's initial public offering. See footnote (25) above for a description of the relationship among ST LP, ST GP, IVM and Holdings. These shares are owned indirectly by IVM. See footnote (25) above for a description of the relationship among ST LP, ST GP, IVM and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held indirectly by IVM will convert into a total of 1,362,394 shares of Common Stock in connection with the Issuer's initial public offering. See footnote (25) above for a description of the relationship among ST LP, ST GP, IVM and Holdings. The number of shares of Common Stock reported in the table reflect a conversion on a 1-for-1 basis. The Series F Preferred Stock held indirectly by Holdings will convert into a total of 1,702,983 shares of Common Stock in connection with the Issuer's initial public offering. See footnotes (2) and (3) above for a description of the relationship among the IVP VIII Funds, IVPA VIII, L.P., IVPA VIII, Ltd. and Holdings and see footnote (25) above for a description of the relationship among ST LP, ST GP, IVM and Holdings. Exhibit List: Exhibit 99.1 - Joint Filers' Signatures /s/ Insight Venture Associates VIII, L.P., its general partner 2017-06-29 /s/ Insight Venture Associates VIII, Ltd., its general partner 2017-06-29