UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

WalkMe Ltd.

(Name of Issuer)

Ordinary Shares, No Par Value

(Title of Class of Securities)

M97628107

(CUSIP Number)

September 30, 2024

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐	Rule 13d-1(b)

☐	Rule 13d-1(c)

☒	Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Item 1(a).

Name of Issuer:

WalkMe Ltd. (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:

1 Walter Moses St.

Tel Aviv 6789903, Israel

Item 2(a).

Names of Persons Filing:

The name of the persons filing this report (the “Reporting Persons”) are:

(i)

StepStone Group LP (“StepStone”);

(ii)

StepStone VC Global Partners VI-A, L.P. (“Global Partners VI-A”);

(iii)

StepStone VC Global Partners VI-C, L.P. (“Global Partners VI-C”);

(iv)

StepStone VC General Partner VI, L.P. (“Partners VI GP”);

(iv)

StepStone VC Opportunities III, L.P. (“Opportunities III”);

(v)

StepStone VC Opportunities General Partner III, L.P. (“Opportunities III GP”);

(vi)

StepStone VC Secondaries Fund IV, L.P. (“Secondaries Fund IV,” and together with Global Partners VI and Opportunities III, the “Funds”); and

(vii)

StepStone VC Secondaries General Partner IV, L.P. (“Secondaries IV GP”).

Item 2(b).

Address of Principal Business Office or, if None, Residence:

The address of the principal business office of each of the Reporting Persons is:

4225 Executive Square, Suite 1600

La Jolla, CA 90237

Item 2(c).

Citizenship:

Each of the Reporting Persons are limited partnerships organized under the laws of the State of Delaware.

Item 2(d).

Title of Class of Securities:

Ordinary Shares, no par value.

Item 2(e).

CUSIP Number:

M97628107

Item 3.

If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Not applicable.

Item 4.

Ownership.

The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the Reporting Person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certification.

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: November 8, 2024


STEPSTONE GROUP LP By: StepStone Group Holdings LLC, its General Partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC GLOBAL PARTNERS VI-A, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC GLOBAL PARTNERS VI-C, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC GENERAL PARTNER VI, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer


STEPSTONE VC OPPORTUNITIES III, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC OPPORTUNITIES GENERAL PARTNER III, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC SECONDARIES FUND IV, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

STEPSTONE VC SECONDARIES GENERAL PARTNER IV, L.P. By: StepStone Group LP, its investment manager By: StepStone Group Holdings LLC, its general partner

By:		/s/ Jennifer Y. Ishiguro
		Jennifer Y. Ishiguro Partner, Chief Legal Officer

NAMES OF REPORTING PERSONS

StepStone Group LP

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a) ☐ (b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

WalkMe Ltd. SC 13G/A