Insight Holdings Group Amends nCino Stake Filing

TL;DR

Insight Holdings Group updated their nCino stake filing on 12/12/24. No major changes mentioned, but always watch these filings.

AI Summary

Insight Holdings Group, LLC and its affiliates have filed an amendment to their Schedule 13D, reporting a change in beneficial ownership of nCino, Inc. as of December 12, 2024. The filing details various entities within the Insight Holdings Group that collectively hold shares in nCino, Inc.

Why It Matters

This filing indicates a potential shift in major shareholder activity for nCino, Inc., which could influence stock price and corporate strategy.

Risk Assessment

Risk Level: medium — Schedule 13D filings, especially amendments, can signal significant changes in a major shareholder's intentions or holdings, potentially impacting the stock.

Key Players & Entities

• Insight Holdings Group, LLC (company) — Reporting entity
• nCino, Inc. (company) — Subject company
• INSIGHT VENTURE ASSOCIATES GROWTH-BUYOUT COINVESTMENT LTD. (company) — Group member
• INSIGHT VENTURE ASSOCIATES IX, L.P. (company) — Group member
• INSIGHT VENTURE PARTNERS X, L.P. (company) — Group member

FAQ

Key Financial Figures

• $0.0005 — , Inc. (Name of Issuer) Common Stock, $0.0005 Par Value Per Share (Title of Class of
• $37.27 — t a weighted average price per share of $37.27. These shares were sold in multiple tra
• $36.970 — ple transactions at prices ranging from $36.970 to $37.510, inclusive. The Reporting Pe
• $37 — tions at prices ranging from $36.970 to $37.510, inclusive. The Reporting Persons u
• $36.18 — t a weighted average price per share of $36.18. These shares were sold in multiple tra
• $36.000 — ple transactions at prices ranging from $36.000 to $36.910, inclusive. The Reporting Pe
• $36 — tions at prices ranging from $36.000 to $36.910, inclusive. The Reporting Persons u
• $36.69 — t a weighted average price per share of $36.69. These shares were sold in multiple tra
• $36.410 — ple transactions at prices ranging from $36.410 to $37.118, inclusive. The Reporting Pe

Filing Documents

• i82516443.htm (SC 13D/A) — 355KB
• 0000899140-24-001344.txt ( ) — 358KB

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 December 9, 2024, the Reporting Persons sold 450,000 shares of Common Stock at a weighted average price per share of $37.27. These shares were sold in multiple transactions at prices ranging from $36.970 to $37.510, 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 December 10, 2024, the Reporting Persons sold 1,106,042 shares of Common Stock at a weighted average price per share of $36.18. These shares were sold in multiple transactions at prices ranging from $36.000 to $36.910, 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 December 11, 2024, the Reporting Persons sold 1,167,424 shares of Common Stock at a weighted average price per share of $36.69. These shares were sold in multiple transactions at prices ranging from $36.410 to $37.118, 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.

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. 12 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. 12, the Reporting Persons beneficially own an aggregate of 9,790,001 shares of Common Stock, which represent approximately 8.5% 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 115,793,932 shares of Common Stock outstanding as of November 29, 2024, as set forth in the Issuer's quarterly report for the quarterly period ended October 31, 2024, as filed with the SEC on December 4, 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. 12, 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. 12 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).

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: December 12, 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: December 12, 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: December 12, 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 general partner By: /s/ Andrew Prodromos Name: Andrew Prodromos Title: Authorized Officer Dated: December 12, 2024 INSIGHT VENTURE PARTNERS X (CO-INVESTORS), 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: December 12, 2024 INSIGHT SN HOLDINGS, LLC By: /s/ Andrew Prodromos Name: Andrew Prodromos Title: Authorized Officer Dated: December 12, 2024 INSIGHT SN HOLDINGS 2, LLC By: /s/ Andrew Prodromos Name: Andrew Prodromos Title: Authorized Officer Dated: December 12, 2024 INSIGHT VENTURE PARTNERS IX, L.P. By: Insight Venture Associates IX, L.P., its general partn

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View this SC 13D/A filing on SEC EDGAR