SEC Form 4 · accession 0000729057-18-000002
SolarWinds Corp · SWI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
PRUDENTIAL INSURANCE CO OF AMERICA
10% Owner
Period of report
Oct 23, 2018
Accepted (ET)
Oct 24, 2018 · 4:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001739942
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3,F2,F4 | Oct 23, 2018 | C | 1,068,472 | — | A | 1,665,286 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common StockF5,F2,F1,F3 | — | Oct 23, 2018 | C | 15,988 | D | — | — | Common Stock | 1,068,472 | 0 | D |
Explanation of responses
- F1Immediately prior to the completion of the Issuers initial public offering and following the conversion of the Issuers Class A Common Stock into Class B Common Stock, each share of Class B Common Stock was reclassified into one share of Common Stock.
- F2Immediately prior to the completion of the Issuers initial public offering, each outstanding share of Class A Common Stock automatically converted into a number of shares of Class B Common Stock equal to the result of the liquidation value of such share of Class A Common Stock divided by $19.00. The liquidation value for each share of Class A Common Stock was equal to $1,000 plus accrued and unpaid dividends on such share of Class A Common Stock through October 18, 2018. In addition, the shares of the Issuers Class A Common Stock were convertible, at the option of the holder, into shares of Class B Common Stock for a specified period of time ending on November 7, 2018.
- F3Consists of 534,236 shares held directly by The Prudential Insurance Company of America (PICA) and 534,236 shares held directly by Prudential Legacy Insurance Company of New Jersey (PLIC).
- F4Consists of 832,643 shares held directly by PICA and 832,643 shares held directly by PLIC.
- F5Consists of 7,994 shares held directly by PICA and 7,994 shares held directly by PLIC.