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Filing Details

Accession Number:: 0000899243-21-017338
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-04-29 08:09:46
Reporting Period:: 2021-04-26

Accepted Time:: 2021-04-29 08:09:46
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1664998	Knowbe4 Inc.	KNBE	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1216497	F Robert Smith	C/O Vista Equity Partners 401 Congress Drive, Suite 3100 Austin TX 78701	No	No	Yes	No
1856627	Vista Equity Partners Fund Vii Gp, L.p.	C/O Vista Equity Partners 4 Embarcadero Center, 20Th Floor San Francisco CA 94111	No	No	Yes	No
1856633	Vepf Vii Spv I Holdings, L.p.	C/O Vista Equity Partners 4 Embarcadero Center, 20Th Floor San Francisco CA 94111	No	No	Yes	No
1856918	Vepf Vii Gp, Ltd.	C/O Vista Equity Partners 4 Embarcadero Center, 20Th Floor San Francisco CA 94111	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-04-26	1,875,000	$16.00	1,875,000	No	4	P	Indirect	See footnote
Common Stock	Acquisiton	2021-04-26	14,557,960	$0.00	14,557,960	No	4	C	Indirect	See footnote
Common Stock	Disposition	2021-04-26	14,557,960	$0.00	0	No	4	J	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnote
No	4	C	Indirect	See footnote
No	4	J	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Series A-1 Preferred Stock	Disposition	2021-04-26	4,064,760	$0.00	4,064,760	$0.00
Class B Common Stock	Series B Preferred Stock	Disposition	2021-04-26	3,196,880	$0.00	3,196,880	$0.00
Class B Common Stock	Series C Preferred Stock	Disposition	2021-04-26	739,320	$0.00	739,320	$0.00
Class B Common Stock	Series C-1 Preferred Stock	Disposition	2021-04-26	6,557,000	$0.00	6,557,000	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2021-04-26	14,557,960	$0.00	14,557,960	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
0	No	4	C	Indirect
14,557,960	No	4	J	Indirect

Footnotes

The reported securities are owned directly by VEPF VII SPV I, L.P. Vista Equity Partners Fund VII GP, L.P., or Fund VII GP, is the sole general partner of VEPF VII SPV I, L.P. Fund VII GP's sole general partner is VEPF VII GP, Ltd., or Fund VII UGP. Robert F. Smith is the sole director and one of the members of Fund VII UGP. Consequently, Mr. Smith, Fund VII GP and Fund VII UGP may be deemed the beneficial owners of the shares held by VEPF VII SPV I, L.P. Each of the reporting persons expressly disclaim beneficial ownership of any shares not held directly, except to the extent of its or his pecuniary interest.
The shares of Series A-1 Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series C-1 Convertible Preferred Stock were automatically converted into shares of Common Stock on a one-for one-basis immediately prior to closing of the initial public offering of KnowBe4, Inc. Immediately thereafter, but still prior to the closing of the initial public offering, all shares of Common Stock were reclassified into shares of Class B Common Stock, in an exempt transaction under Rule 16b-7.
The reported securities are owned directly by VEPF VII SPV I Holdings, L.P, or Vista SPV. Fund VII GP is the sole general partner of Vista SPV. Fund VII GP's sole general partner is Fund VII UGP. Robert F. Smith is the sole director and one of the members of Fund VII UGP. Consequently, Mr. Smith, Fund VII GP and Fund VII UGP may be deemed the beneficial owners of the shares held by Vista SPV. Each of the reporting persons expressly disclaim beneficial ownership of any shares not held directly, except to the extent of its or his pecuniary interest.
Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer.