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Filing Details

Accession Number:: 0000899243-21-045092
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-11-17 17:30:43
Reporting Period:: 2021-11-15

Accepted Time:: 2021-11-17 17:30:43
SEC Url:: Form 4 Filing

Issuer

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

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1655249	Elephant Partners Gp I, Llc	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1655267	Elephant Partners I, Lp	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1733916	Elephant Partners Ii, L.p.	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1733917	Elephant Partners Ii-B, L.p.	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1779116	Elephant Partners 2019 Spv-A, L.p.	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1847020	Elephant Partners Gp Ii, Llc	8 Newbury Street 6Th Floor Boston MA 02116	No	No	Yes	No
1858296	Andrew Hunt	C/O Elephant Partners 8 Newbury Street, 6Th Floor Boston MA 02116	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-11-15	4,966,691	$0.00	4,966,691	No	4	C	Indirect	See footnotes
Class A Common Stock	Disposition	2021-11-15	4,966,691	$24.72	0	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnotes
No	4	S	Indirect	See footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2021-11-15	4,966,691	$0.00	4,966,691	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
37,069,823			No	4	C	Indirect

Footnotes

Each share of the Issuer's Class B Common Stock, par value $0.00001 per share (the "Class B Common Stock") is convertible at any time at the option of the holder into one share of the Issuer's Class A Common Stock, par value $0.00001 per share (the "Class A Common Stock"). Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer.
Consists of (i) 3,540,723 shares held by Elephant Partners I, L.P., (ii) 310,367 shares held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (iii) 1,115,601 shares held by Elephant Partners 2019 SPV-A, L.P. (collectively, the "Elephant Entities"). Elephant Partners GP I, LLC is the general partner of each of Elephant Partners I, L.P. and Elephant Partners 2019 SPV-A, L.P., and Elephant Partners GP II, LLC is the general partner of each of Elephant Partners II, L.P. and Elephant Partners II-B, L.P. Jeremiah Daly and Andrew Hunt are the managing members of each of Elephant Partners GP I, LLC and Elephant Partners GP II, LLC and may be deemed to have voting and dispositive power over the shares held by each of the Elephant Entities. Mr. Daly is a director of the Issuer and files separate Section 16 reports.
Each of Elephant Partners GP I, LLC, Elephant Partners GP II, LLC, Jeremiah Daly and Andrew Hunt disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and the filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of them is the beneficial owner of any securities reported herein.
Pursuant to an underwriting agreement and in connection with a registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated November 10, 2021, which offering was consummated on November 15, 2021, the Elephant Entities collectively sold 4,966,691 shares of Class A Common Stock, at a price per share of $24.72 (after underwriting discounts and commissions). Each of the Elephant Entities was a selling stockholder in the registered public offering.
Consists of (i) 26,426,861 shares held by Elephant Partners I, L.P., (ii) 2,316,470 shares held by Elephant Partners II, L.P. for itself and as nominee for Elephant Partners II-B, L.P., and (ii) 8,326,492 shares held by Elephant Partners 2019 SPV-A, L.P. Elephant Partners GP I, LLC is the general partner of each of Elephant Partners I, L.P. and Elephant Partners 2019 SPV-A, L.P., and Elephant Partners GP II, LLC is the general partner of each of Elephant Partners II, L.P. and Elephant Partners II-B, L.P. Jeremiah Daly and Andrew Hunt are the managing members of each of Elephant Partners GP I, LLC and Elephant Partners GP II, LLC and may be deemed to have voting and dispositive power over the shares held by each of the Elephant Entities. Mr. Daly is a director of the Issuer and files separate Section 16 reports.