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Filing Details

Accession Number:: 0001140361-24-038558
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-08-26 16:15:15
Reporting Period:: 2024-08-26

Accepted Time:: 2024-08-26 16:15:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1929589	Mariadb Plc	MRDB	Services-Prepackaged Software (7372)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
2020235	Meridian Bidco Llc	875 Manhattan Beach Blvd. Manhattan Beach CA 90266		No	No	No	No
2031105	K1 Investment Management, Llc	875 Manhattan Beach Blvd. Manhattan Beach CA 90266		No	No	No	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
Ordinary Shares	Acquisiton	2024-08-26	7,803,747	$0.55	69,067,030	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Footnotes

Pursuant to the terms of the Amended and Restated Offer Document, dated June 24, 2024 (as amended, restated or supplemented, the "Offer Document"), Meridian BidCo LLC ("Bidco") conducted a tender offer (the "Offer") for all issued and to be issued ordinary shares of MariaDB plc ("MariaDB"), par value $0.01 per share (the "MariaDB Shares"), in exchange for $0.55 in cash per MariaDB Share. At 5:00 p.m. (New York City time) on July 23, 2024, the Offer expired and Bidco accepted for purchase a total of 61,263,283 MariaDB Shares validly tendered and not properly withdrawn prior to such time, representing approximately 88.7% of the issued share capital of MariaDB as of July 22, 2024.
On July 26, 2024, Bidco sent compulsory acquisition notices (the "Notices") to those MariaDB shareholders who did not accept the Offer (the "Non-Assenting Shareholders"). Following the expiration of 30 calendar days from the date of such Notices, on August 26, 2024 the MariaDB Shares held by the Non-Assenting Shareholders were acquired compulsorily by Bidco on the same terms as the Offer (such acquisition, the "Buy Out" and, together with the Offer, the "Transactions").
K1 Investment Management, LLC ("K1") indirectly controls Bidco. Each of K1 and Bidco disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. Following the closing of the Transactions, MariaDB became a wholly-owned subsidiary of Bidco.