SEC Form 4 · accession 0001209191-17-044679
Tintri, Inc. · TNTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Silver Lake Group, L.L.C.
10% Owner
Silver Lake Kraftwerk Fund, L.P.
10% Owner
SLTA Kraftwerk (GP), L.L.C.
10% Owner
Period of report
Jul 6, 2017
Accepted (ET)
Jul 10, 2017 · 6:41 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001554875
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 6, 2017 | C | 4,426,646 | — | A | 4,426,646 | I | Held through Siver Lake Kraftwerk Fund, L.P. |
| Common StockF1,F3,F4 | Jul 6, 2017 | C | 137,375 | — | A | 137,375 | I | Held through Silver Lake Technology Investors Kraftwerk, L.P. |
| Common StockF2,F3 | Jul 6, 2017 | P | 819,012 | $7.00 | A | 5,245,658 | I | Held through Silver Lake Kraftwerk Fund, L.P. |
| Common StockF3,F4 | Jul 6, 2017 | P | 25,417 | $7.00 | A | 162,792 | I | Held through Silver Lake Technology Investors Kraftwerk, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series F Preferred StockF2,F3,F1 | — | Jul 6, 2017 | C | 1,475,551 | D | — | — | Common Stock | 4,426,646 | 0 | I |
| Series F Preferred StockF3,F4,F1 | — | Jul 6, 2017 | C | 45,792 | D | — | — | Common Stock | 137,375 | 0 | I |
| Note Purchase Agreement (obligation to purchase)F5,F2,F3 | $7.00 | Jul 6, 2017 | J | — | A | — | — | Common Stock | 890,229 | — | I |
| Note Purchase Agreement (obligation to purchase)F5,F3,F4 | $7.00 | Jul 6, 2017 | J | — | A | — | — | Common Stock | 27,627 | — | I |
Explanation of responses
- F1The Series F Preferred Stock automatically converted into shares of Common Stock on a 2.9999959-for-one basis immediately prior to the closing of the Issuer's initial public offering. The Series F Preferred Stock had no expiration date.
- F2These securities are directly held by Silver Lake Kraftwerk Fund, L.P. ("SL Kraftwerk").
- F3Silver Lake Technology Associates Kraftwerk, L.P. ("SLTA Kraftwerk") is the general partner of each of SL Kraftwerk and Silver Lake Technology Investors Kraftwerk, L.P. ("SLTI Kraftwerk"). SLTA Kraftwerk (GP), L.L.C. is the general partner of SLTA Kraftwerk and Silver Lake Group, L.L.C. is the managing member of SLTA Kraftwerk (GP), L.L.C.
- F4These securities are directly held by SLTI Kraftwerk.
- F5In connection with the Issuer's initial public offering, the Issuer, SL Kraftwerk, SLTI Kraftwerk and other parties thereto entered into an amendment to a Note Purchase Agreement, dated May 4, 2017 (the "Note Purchase Agreement"), pursuant to which the Issuer has the right, until the earlier of (x) December 31, 2019, (y) the written consent of the Issuer and the required portion of the investors party to the agreement and (z) a change in control, subject to the terms of the Note Purchase Agreement, as amended, to issue to SL Kraftwerk and SLTI Kraftwerk one or more subordinated convertible promissory notes, the principal and accrued interest of which, at any time on or after December 1, 2019, may be converted, at the option of the Issuer, into common stock at the initial public offering price of $7.00 per share. The maximum amount that SL Kraftwerk and SLTI Kraftwerk would be required to loan the Issuer under the Note Purchase Agreement, as amended, is $6,231,607.50 and $193,392.50
Remarks
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This filing shall not be deemed an admission, for purposes of Section 16 of the Exchange Act or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.