4//SEC Filing
Insight Holdings Group, LLC 4
Accession 0000950170-25-077934
CIK 0001673743other
Filed
May 26, 8:00 PM ET
Accepted
May 27, 6:37 PM ET
Size
34.5 KB
Accession
0000950170-25-077934
Insider Transaction Report
Form 4
Transactions
- Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying)
Insight Venture Associates X, L.P.
10% Owner
Transactions
- Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying)
Insight Holdings Group, LLC
10% Owner
Transactions
- Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying) - Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes)
Insight Venture Partners X, L.P.
10% Owner
Transactions
- Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying)
Transactions
- Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying)
Transactions
- Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying) - Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying)
Insight Venture Associates X, Ltd.
10% Owner
Transactions
- Sale
Class A Common Stock
2025-05-23$32.00/sh−1,250,000$40,000,000→ 0 total(indirect: See footnotes) - Conversion
Class B Common Stock
2025-05-23−1,250,000→ 11,029,604 total(indirect: See footnotes)→ Class A Common Stock (1,250,000 underlying) - Conversion
Class A Common Stock
2025-05-23+1,250,000→ 1,250,000 total(indirect: See footnotes) - Other
Series C Preferred Stock
2025-05-23−2,026,592→ 0 total(indirect: See footnotes)→ Class B Common Stock (2,026,592 underlying) - Other
Class B Common Stock
2025-05-23+12,279,604→ 12,279,604 total(indirect: See footnotes)→ Class A Common Stock (12,279,604 underlying) - Other
Series B Preferred Stock
2025-05-23−8,982,183→ 0 total(indirect: See footnotes)→ Class B Common Stock (8,982,183 underlying) - Other
Series D Preferred Stock
2025-05-23−819,106→ 0 total(indirect: See footnotes)→ Class B Common Stock (819,106 underlying) - Other
Series C-1 Preferred Stock
2025-05-23−451,723→ 0 total(indirect: See footnotes)→ Class B Common Stock (451,723 underlying)
Footnotes (6)
- [F1]Immediately prior to the closing of the Issuer's initial public offering, each share of preferred stock of the Issuer, except for the Series E Preferred Stock, automatically converted and was reclassified into one share of Class B Common Stock. Each share of Class B Common Stock will be convertible at any time at the option of the holder into one share of Class A Common Stock. The Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events as described further in the Issuer's amended and restated certificate of incorporation.
- [F2]Insight Holdings Group, LLC ("Holdings") is the sole shareholder of Insight Venture Associates X, Ltd. ("IVA X Ltd"), which is the general partner of Insight Venture Associates X, L.P. ("IVA X"), which is the general partner of each of Insight Venture Partners X, L.P. ("IVP X"), Insight Venture Partners (Cayman) X, L.P. ("IVP Cayman X"), Insight Venture Partners (Delaware) X, L.P. ("IVP Delaware X") and Insight Venture Partners X (Co-Investors), L.P. ("IVP X Co-Investors," collectively with IVP X, IVP Cayman X and IVP Delaware X, the "IVP X Funds") (the IVP X Funds, collectively with Holdings, IVA X Ltd and IVA X, the "Insight Entities"). As a result, the amounts owned by each of the IVP X Funds may be deemed attributable to each of the other Insight Entities.
- [F3]Each of Jeffrey L. Horing, Deven Parekh, Jeffrey Lieberman and Michael Triplett is a member of the board of managers of Holdings and may be deemed to have shared voting and dispositive power over the shares held of record by the IVP X Funds. The foregoing is not an admission by any other Insight Entity that it is the beneficial owner of the shares held of record by the IVP X Funds. Each of the other Insight Entities, Messrs. Horing, Parekh, Lieberman and Triplett disclaims beneficial ownership of the shares held of record by the IVP X Funds, except to the extent of its/his pecuniary interest therein.
- [F4]Consists of (i) 624,242 shares of Class B Common Stock held by IVP X were converted into 624,242 shares of Class A Common Stock, (ii) 511,886 shares of Class B Common Stock held by IVP Cayman X were converted into 511,886 shares of Class A Common Stock, (iii) 99,019 shares of Class B Common Stock held by IVP Delaware X were converted into 99,019 shares of Class A Common Stock, and (iv) 14,853 shares of Class B Common Stock held by IVP X Co-Investors were converted into 14,853 shares of Class A Common Stock, and such shares of Class A Common Stock were sold in connection with the Issuer's initial public offering.
- [F5]Consists of (i) 6,132,355 shares held by IVP X, (ii) 5,028,605 shares held by IVP Cayman X, (iii) 972,734 shares held by IVP Delaware X, and (iv) 145,910 shares held by IVP X Co-Investors.
- [F6]Following the transactions reported in this Form 4, (i) 5,508,113 shares of Class B Common Stock are held by IVP X, (ii) 4,516,719 shares of Class B Common Stock are held by IVP Cayman X, (iii) 873,715 shares of Class B Common Stock are held by IVP Delaware X, and (iv) 131,057 shares of Class B Common Stock are held by IVP X Co-Investors.
Documents
Issuer
Hinge Health, Inc.
CIK 0001673743
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001305473
Filing Metadata
- Form type
- 4
- Filed
- May 26, 8:00 PM ET
- Accepted
- May 27, 6:37 PM ET
- Size
- 34.5 KB