4//SEC Filing
Noell Robert Davis 4
Accession 0001209191-22-057535
CIK 0001819928other
Filed
Nov 16, 7:00 PM ET
Accepted
Nov 17, 4:16 PM ET
Size
17.9 KB
Accession
0001209191-22-057535
Insider Transaction Report
Form 4
Noell Robert Davis
Director10% Owner
Transactions
- Sale
Common Stock
2022-11-17$26.13/sh−9,606$251,034→ 432,520 total(indirect: By Providence Butternut Co-Investment L.P.) - Sale
Common Stock
2022-11-15$26.13/sh−9,268,742$242,220,035→ 68,598,782 total(indirect: See footnotes) - Sale
Common Stock
2022-11-15$26.13/sh−59,738$1,561,133→ 442,126 total(indirect: By Providence Butternut Co-Investment L.P.) - Sale
Common Stock
2022-11-15$26.13/sh−671,520$17,548,832→ 0 total(indirect: By Providence Public Master L.P.) - Sale
Common Stock
2022-11-17$26.13/sh−1,490,394$38,948,466→ 67,108,388 total(indirect: See footnotes)
Footnotes (12)
- [F1]The securities reported represent shares of common stock of DoubleVerify Holdings, Inc. (the "Issuer") sold by Providence VII U.S. Holdings L.P. ("Providence VII") in an underwritten offering at a net price per share of $26.133. This amount represents the public offering price of $26.40 per share less the underwriting discount of $0.267 per share.
- [F10]R. Davis Noell hereby disclaims beneficial ownership of the securities that were held by Providence Public Master L.P. prior to the underwritten offering, except to the extent of his pecuniary interest therein, and this form shall not be construed as an admission that R. Davis Noell is the beneficial owner of any of the securities reported on this form.
- [F11]The securities reported represent shares of common stock of the Issuer sold by Providence VII, after the underwriter's exercise of their option to purchase an additional 1,490,394 shares of the Issuer's common stock from Providence VII, in an underwritten offering at a net price per share of $26.133. This amount represents the public offering price of $26.40 per share less the underwriting discount of $0.267 per share.
- [F12]The securities reported represent shares of common stock of the Issuer sold by Providence Butternut, after the underwriter's exercise of their option to purchase an additional 9,606 shares of the Issuer's common stock from Providence Butternut, in an underwritten offering at a net price per share of $26.133. This amount represents the public offering price of $26.40 per share less the underwriting discount of $0.267 per share.
- [F2]The securities reported are held directly by Providence VII and may be deemed to be beneficially owned by Providence Equity GP VII-A L.P. ("Providence GP") because Providence GP is the general partner of Providence VII. Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez control Providence Holdco (International) GP Ltd. ("Holdco"), which is the general partner of Providence Fund Holdco (International) L.P. Providence Fund Holdco (International) L.P. is the general partner of PEP VII-A International Ltd., which is the general partner of Providence GP.
- [F3]Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence VII due to their relationships with Holdco. R. Davis Noell hereby disclaims beneficial ownership of the shares held by Providence VII, except to the extent of his pecuniary interest therein, and this form shall not be construed as an admission that R. Davis Noell is the beneficial owner of any of the securities reported on this form.
- [F4]The record and other beneficial owners of the reported securities have separately filed Form 4s.
- [F5]The securities reported represent shares of common stock of the Issuer sold by Providence Butternut Co-Investment L.P. ("Providence Butternut") in an underwritten offering at a net price per share of $26.133. This amount represents the public offering price of $26.40 per share less the underwriting discount of $0.267 per share.
- [F6]The securities reported are held directly by Providence Butternut and may be deemed to be beneficially owned by Providence GP because Providence GP is the general partner of Providence Butternut. Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez control Holdco, which is the general partner of Providence Fund Holdco (International) L.P. Providence Fund Holdco (International) L.P. is the general partner of PEP VII-A International Ltd., which is the general partner of Providence GP.
- [F7]Jonathan M. Nelson, R. Davis Noell, J. David Phillips, Karim A. Tabet, Andrew A. Tisdale and Michael J. Dominguez may be deemed to exercise voting and investment power over, and thus may be deemed to beneficially own, the securities held by Providence Butternut due to their relationships with Holdco. R. Davis Noell hereby disclaims beneficial ownership of the shares held by Providence Butternut, except to the extent of his pecuniary interest therein, and this form shall not be construed as an admission that R. Davis Noell is the beneficial owner of any of the securities reported on this form.
- [F8]The securities reported represent shares of common stock of the Issuer sold by Providence Public Master L.P. in an underwritten offering at a net price per share of $26.133. This amount represents the public offering price of $26.40 per share less the underwriting discount of $0.267 per share. As a result of the underwritten offering, Providence Public Master L.P. no longer holds any shares of the Issuer's common stock.
- [F9]The securities reported were held directly by Providence Public Master L.P. Providence Public Master L.P. is an investment fund affiliated with Providence VII and thus Providence VII and R. Davis Noell may have been deemed to beneficially own the securities that were held by Providence Public Master L.P.
Documents
Issuer
DoubleVerify Holdings, Inc.
CIK 0001819928
Entity typeother
Related Parties
1- filerCIK 0001472786
Filing Metadata
- Form type
- 4
- Filed
- Nov 16, 7:00 PM ET
- Accepted
- Nov 17, 4:16 PM ET
- Size
- 17.9 KB