SEC Form 4 · accession 0001209191-18-044431
Tenable Holdings, Inc. · TENB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 30, 2018 | C | 13,548,060 | — | A | 13,965,696 | D | |
| Common StockF1,F3 | Jul 30, 2018 | C | 980,940 | — | A | 1,011,180 | I | By Accel Growth Fund II Strategic Partners L.P. |
| Common StockF1,F4 | Jul 30, 2018 | C | 7,719,155 | — | A | 7,799,122 | I | By Accel Growth Fund III L.P. |
| Common StockF1,F5 | Jul 30, 2018 | C | 364,427 | — | A | 368,202 | I | By Accel Growth Fund III Strategic Partners L.P. |
| Common StockF1,F6 | Jul 30, 2018 | C | 1,318,500 | — | A | 1,359,144 | I | By Accel Growth Fund Investors 2012 L.L.C. |
| Common StockF1,F7 | Jul 30, 2018 | C | 511,401 | — | A | 516,699 | I | By Accel Growth Fund Investors 2014 L.L.C. |
| Common StockF1,F8 | Jul 30, 2018 | C | 231,806 | — | A | 231,806 | I | By Accel Investors 2013 L.L.C. |
| Common StockF1,F9 | Jul 30, 2018 | C | 2,182,696 | — | A | 2,182,696 | I | By Accel XI L.P. |
| Common StockF1,F10 | Jul 30, 2018 | C | 163,992 | — | A | 163,992 | I | By Accel XI Strategic Partners 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 A Preferred StockF1,F2 | — | Jul 30, 2018 | C | 13,548,060 | D | — | — | Common Stock | 13,548,060 | 0 | D |
| Series A Preferred StockF1,F3 | — | Jul 30, 2018 | C | 980,940 | D | — | — | Common Stock | 980,940 | 0 | I |
| Series A Preferred StockF1,F6 | — | Jul 30, 2018 | C | 1,318,500 | D | — | — | Common Stock | 1,318,500 | 0 | I |
| Series B Preferred StockF1,F4 | — | Jul 30, 2018 | C | 7,719,155 | D | — | — | Common Stock | 7,719,155 | 0 | I |
| Series B Preferred StockF1,F5 | — | Jul 30, 2018 | C | 364,427 | D | — | — | Common Stock | 364,427 | 0 | I |
| Series B Preferred StockF1,F7 | — | Jul 30, 2018 | C | 511,401 | D | — | — | Common Stock | 511,401 | 0 | I |
| Series B Preferred StockF1,F8 | — | Jul 30, 2018 | C | 231,806 | D | — | — | Common Stock | 231,806 | 0 | I |
| Series B Preferred StockF1,F9 | — | Jul 30, 2018 | C | 2,182,696 | D | — | — | Common Stock | 2,182,696 | 0 | I |
| Series B Preferred StockF1,F10 | — | Jul 30, 2018 | C | 163,992 | D | — | — | Common Stock | 163,992 | 0 | I |
Explanation of responses
- F1In connection with the Issuer's initial public offering on July 30, 2018, each share of Preferred Stock automatically converted into one (1) share of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.
- F10Accel XI Associates L.L.C. is the General Partner of Accel XI Strategic Partners L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel XI Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F2Accel Growth Fund II Associates L.L.C. is the general partner of Accel Growth Fund II L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund II Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F3Accel Growth Fund II Associates L.L.C. is the general partner of Accel Growth Fund II Strategic Partners L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund II Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F4Accel Growth Fund III Associates L.L.C. is the general partner of Accel Growth Fund III L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund III Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F5Accel Growth Fund III Associates L.L.C. is the general partner of Accel Growth Fund III Strategic Partners L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund III Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F6Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund Investors 2012 L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F7Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund Investors 2014 L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F8Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel Investors 2013 L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- F9Accel XI Associates L.L.C. is the General Partner of Accel XI L.P. and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel XI Associates L.L.C. and share voting and investment powers over such shares. The Managing Members disclaim beneficial ownership except to the extent of their pecuniary interest therein.
Remarks
This Form 4 is the first of two Form 4s filed relating to the same event. Combined, the two reports report the holdings for the following reporting persons: Accel Growth Fund II L.P., Accel Growth Fund II Strategic Partners L.P., Accel Growth Fund II Associates L.L.C., Accel Growth Fund III L.P., Accel Growth Fund III Strategic Partners L.P., Accel Growth Fund III Associates L.L.C., Accel XI L.P., Accel XI Strategic Partners L.P., Accel XI Associates L.L.C., Accel Growth Fund Investors 2012 L.L.C., Accel Investors 2013 L.L.C. and Accel Growth Fund Investors 2014 L.L.C. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. Each Form 4 is filed by designated filer Accel Growth Fund II L.P.