13D Filing: Tenzing Global Investors and Brightcove Inc (NASDAQ:BCOV)

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ITEM 5. Interest in Securities of the Issuer.

(a) The Reporting Persons beneficially own:

(i)

Fund I directly owns 1,452,328 shares of Common Stock
representing 4.0% of all of the outstanding shares of Common Stock of the
Issuer.

(ii)

Tenzing Global Investors, as the general partner of Fund
I, may be deemed to beneficially own the 1,452,328 shares of Common Stock
held by Fund I, representing 4.0% of all of the outstanding shares of
Common Stock of the Issuer.

(iii)

Tenzing Global Management, as the investment advisor of
Fund I and the investment manager of the Parallel Account, may be deemed
to beneficially own 2,057,894 shares of Common Stock held by them,
representing 5.6% of all of the outstanding shares of Common Stock of the
Issuer.

(iv)

Mr. Kapoor may be deemed to be the beneficial owner of
the shares of Common Stock owned by Tenzing Global Management.

(v)

Collectively, the Reporting Persons beneficially own
2,057,894 shares of Common Stock representing 5.6% of all of the
outstanding shares of Common Stock.

Each Reporting Person disclaims beneficial ownership with
respect to any shares of Common Stock other than the shares owned directly and
of record by such Reporting Person.

The percentages set forth in this response are based on the
36,483,515 shares of Common Stock outstanding as of October 29, 2018, as
reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter
ended September 30, 2018 as filed with the SEC on November 1, 2018.

(b) Tenzing Global Management, Tenzing Global Investors,
and Mr. Kapoor may be deemed to share with Fund I and the Parallel Account (and
not with any third party) the power to vote or direct the vote of and to dispose
or direct the disposition of the 1,452,328 shares of Common Stock and 605,566
shares of Common Stock reported herein, respectively.

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