4//SEC Filing
SLP Aurora Co-Invest, L.P. 4
Accession 0000899243-20-006353
CIK 0001739942other
Filed
Feb 27, 7:00 PM ET
Accepted
Feb 28, 7:04 PM ET
Size
11.0 KB
Accession
0000899243-20-006353
Insider Transaction Report
Form 4
SLP Aurora Co-Invest, L.P.
Director10% Owner
Transactions
- Award
Common Stock
2020-02-26+23,000→ 124,554 total(indirect: See footnotes)
Holdings
- 36,726,460(indirect: Held through SLP Aurora Co-Invest, L.P.)
Common Stock
SLP Denali Co-Invest GP, L.L.C.
Director10% Owner
Transactions
- Award
Common Stock
2020-02-26+23,000→ 124,554 total(indirect: See footnotes)
Holdings
- 36,726,460(indirect: Held through SLP Aurora Co-Invest, L.P.)
Common Stock
Footnotes (4)
- [F1]Represents 23,000 restricted stock units awarded to Michael Widmann, a director of the Issuer and an executive of Silver Lake Group, L.L.C., as part of the Issuer's non-employee director compensation program (the "Director Compensation Program"). These restricted stock units vest one-third on each of October 23, 2020, October 23, 2021 and October 23, 2022, subject to the director's continued service through the vesting dates. On February 26, 2020, Jason White, an executive of Silver Lake Group, L.L.C., resigned from the Issuer's board of directors. This grant to Mr. Widmann represents the unvested portion of the grant made to Mr. White under the Issuer's Director Compensation Program at the time of the Issuer's initial public offering and vests on the same terms as the grant made to Mr. White.
- [F2]Represents restricted stock units held by Kenneth Y. Hao, Michael J. Bingle and Mr. Widmann, directors of the Issuer and executives of Silver Lake Group, L.L.C., and Jason White, as part of the Issuer's Director Compensation Program, for the benefit of one or more of the Reporting Persons and/or certain of their affiliates or certain of the funds they manage ("Silver Lake"). Pursuant to Silver Lake's policies with respect to director compensation, upon the sale of these securities, the proceeds from each sale will be expected to be remitted to Silver Lake and/or its limited partners. This amount includes the 10,852 restricted stock units granted to Mr. White in May 2019 under the Director Compensation Program. Pursuant to a consulting agreement entered into between Mr. White and the Issuer, these restricted stock units will continue to vest.
- [F3]These securities are directly held by SLP Aurora Co-Invest, L.P. ("SLP Aurora"). The general partner of SLP Aurora is SLP Denali Co-Invest GP, L.L.C. ("SLP Denali GP"). The managing member of SLP Denali GP is Silver Lake Technology Associates III, L.P. ("SLTA III"), and the general partner of SLTA III is SLTA III (GP), L.L.C. ("SLTA III GP"). Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA III GP.
- [F4]Messrs. Bingle, Hao and Widmann serve as directors of the Issuer and are executives of SLG. Each of SLP Aurora, SLP Denali GP, SLTA III, SLTA III GP, SLG and certain of their affiliates may be deemed to be directors by deputization of the Issuer. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (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, if any.
Documents
Issuer
SolarWinds Corp
CIK 0001739942
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001755410
Filing Metadata
- Form type
- 4
- Filed
- Feb 27, 7:00 PM ET
- Accepted
- Feb 28, 7:04 PM ET
- Size
- 11.0 KB