Insight Holdings Group Amends nCino Stake Filing

TL;DR

Insight Holdings Group updated their nCino stake filing on 8/16/24.

AI Summary

Insight Holdings Group, LLC and its affiliates have filed an amendment to their Schedule 13D, reporting their beneficial ownership of nCino, Inc. as of August 16, 2024. The filing details their significant stake in the company, which is primarily involved in prepackaged software services.

Why It Matters

This filing indicates continued significant investor interest and potential influence from Insight Holdings Group in nCino, Inc., a cloud banking software provider.

Risk Assessment

Risk Level: medium — Schedule 13D filings often signal potential activist investor activity or significant changes in a company's ownership structure, which can introduce uncertainty.

Key Players & Entities

• Insight Holdings Group, LLC (company) — Reporting entity
• nCino, Inc. (company) — Subject company
• 20240816 (date) — Filing date

FAQ

Key Financial Figures

• $0.0005 — , Inc. (Name of Issuer) Common Stock, $0.0005 Par Value Per Share (Title of Class of
• $33.33 — et transactions at a price per share of $33.33. These shares were sold in multiple tra
• $33.320 — ple transactions at prices ranging from $33.320 to $33.450, inclusive. The Reporting Pe
• $33 — tions at prices ranging from $33.320 to $33.450, inclusive. The Reporting Persons u
• $33.11 — et transactions at a price per share of $33.11. These shares were sold in multiple tra
• $33.015 — ple transactions at prices ranging from $33.015 to $33.210, inclusive. The Reporting Pe
• $33.16 — et transactions at a price per share of $33.16. These shares were sold in multiple tra
• $33.000 — ple transactions at prices ranging from $33.000 to $33.620, inclusive. The Reporting Pe
• $33.50 — et transactions at a price per share of $33.50. These shares were sold in multiple tra
• $33.500 — ple transactions at prices ranging from $33.500 to $33.750, inclusive. The Reporting Pe

Filing Documents

• i77953435.htm (SC 13D/A) — 380KB
• 0000899140-24-000914.txt ( ) — 383KB

Source and Amount of Funds or Other Considerations

Item 3. Source and Amount of Funds or Other Considerations.

of the Schedule 13D is amended to add the following

Item 3 of the Schedule 13D is amended to add the following: On July 30, 2024, the Reporting Persons sold 6,992 shares of Common Stock pursuant to a Rule 10b5-1 plan adopted on April 10, 2024 in open market transactions at a price per share of $33.33. These shares were sold in multiple transactions at prices ranging from $33.320 to $33.450, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price. On July 31, 2024, the Reporting Persons sold 45,638 shares of Common Stock pursuant to a Rule 10b5-1 plan adopted on April 10, 2024 in open market transactions at a price per share of $33.11. These shares were sold in multiple transactions at prices ranging from $33.015 to $33.210, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price. On August 14, 2024, the Reporting Persons sold 800,002 shares of Common Stock pursuant to a Rule 10b5-1 plan adopted on April 10, 2024 in open market transactions at a price per share of $33.16. These shares were sold in multiple transactions at prices ranging from $33.000 to $33.620, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price. On August 15, 2024, the Reporting Persons sold 636,475 shares of Common Stock pursuant to a Rule 10b5-1 plan adopted on April 10, 2024 in open market transactions at a price per share of $33.50. These shares were sold in multiple transactions at prices ranging from $33.500 to $33.750, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon requ

Purpose of Transaction

Item 4. Purpose of Transaction.

the Schedule 13D is amended as follows

Item 4 the Schedule 13D is amended as follows: The information contained in Item 3 of this Amendment No. 9 is incorporated herein by reference, as applicable.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. Items 5(a) and 5(b) of the Schedule 13D are amended as follows: The responses of the Reporting Persons on the cover pages hereof are incorporated herein by reference. As of this Amendment No. 9, the Reporting Persons beneficially own an aggregate of 16,013,467 shares of Common Stock, which represent approximately 13.9% of the Common Stock outstanding. The percentage of the Common Stock beneficially owned by each Reporting Person as reported herein (including on the cover pages hereof) is calculated based on 115,084,198 shares of Common Stock outstanding as of May 24, 2024, as set forth in the Issuer's quarterly report for the quarterly period ended April 30, 2024, as filed with the SEC on May 29, 2024 (the "10-Q"). Each of Holdings, IVA X Ltd, IVA IX Ltd, IVA GBC Ltd, IVA X, IVA IX and IVA GBC expressly declare that nothing herein shall be construed as an admission that it is, for the purposes of sections 13(d) or 13(g) of the Act or for any other purpose, the beneficial owner of any securities covered hereby. IVP X expressly declares that nothing herein shall be construed as an admission that it is, for the purposes of sections 13(d) or 13(g) of the Act or for any other purpose, the beneficial owner of all of the securities owned by the IVP X HoldCos. As of this Amendment No. 9, 255,130 shares of Common Stock (includes 5,874 restricted stock units) are beneficially owned by Jeffrey Horing, a Scheduled Person, and to the Reporting Persons' knowledge, no shares of Common Stock were beneficially owned by any other Scheduled Person.

(c) of the Schedule 13D is amended as follows

Item 5(c) of the Schedule 13D is amended as follows: The information contained in Item 3 of this Amendment No. 9 is incorporated herein by reference, as applicable.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Exhibit 7.1 Joint Filing Agreement, dated as of January 18, 2022, by and among the Reporting Persons (incorporated by reference to Exhibit 7.1 to the Schedule 13D filed on behalf of the Reporting Persons with the SEC on January 18, 2022). 23

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: August 16, 2024 INSIGHT VENTURE PARTNERS X, L.P. By: Insight Venture Associates X, L.P., its general partner By: Insight Venture Associates X, Ltd., its general partner By: /s/ Andrew Prodromos Name: Andrew Prodromos Title: Authorized Officer Dated: August 16, 2024 INSIGHT VENTURE PARTNERS (CAYMAN) X, L.P. By: Insight Venture Associates X, L.P., its general partner By: Insight Venture Associates X, Ltd., its general partner By: /s/ Andrew Prodromos Name: Andrew Prodromos Title: Authorized Officer Dated: August 16, 2024 INSIGHT VENTURE PARTNERS (DELAWARE) X, L.P. By: Insight Venture Associates X, L.P., its general partner By: Insight Venture Associates X, Ltd., its gener

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