Slta Vi (Gp), L.L.C. - Jun 28, 2023 Form 4 Insider Report for Qualtrics International Inc. (XM)

Role: Director, 10%+ Owner
Signature: By: /s/ Andrew J. Schader, Managing Director and GC of Silver Lake Group, L.L.C., managing member of SLTA VI (GP), L.L.C.
Stock symbol: XM
Transactions as of: Jun 28, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/28/2023, 04:34 PM
Previous filing: Nov 10, 2022
Next filing: Mar 20, 2024

Transactions Table

Type	Sym	Class	Transaction	Shares	Change %	Date	Ownership	Footnotes
transaction	XM	Class A Common Stock	Disposed to Issuer	-2.29M	-100%	Jun 28, 2023	Held through Silver Lake Partners VI DE (AIV), L.P.	F1, F2
transaction	XM	Class A Common Stock	Disposed to Issuer	-183K	-100%	Jun 28, 2023	Held through Silver Lake Technology Investors VI, L.P.	F1, F2
transaction	XM	Class A Common Stock	Disposed to Issuer	-22.5M	-100%	Jun 28, 2023	Held through SLP Quartz Aggregator, L.P.	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Slta Vi (Gp), L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant the Agreement and Plan of Merger, dated as of March 12, 2023, by and among the Issuer, Quartz Holdco, LLC ("Parent"), and Quartz MergerCo, Inc. ("Merger Sub"), on June 28, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving such merger as a wholly owned subsidiary of Parent (the "Merger"). Immediately prior to the effective time of the Merger, each share of the Issuer's Common Stock beneficially owned by the reporting persons was contributed to Parent in exchange for class A units of Parent. Each such share of the Issuer's Common Stock was then cancelled and ceased to exist.
F2	Silver Lake Technology Associates VI, L.P. ("SLTA VI") is the general partner of each of Silver Lake Partners VI DE (AIV), L.P. ("SLP VI") and Silver Lake Technology Investors VI, L.P. ("SLTI VI"), and the managing member of SLP VI Aggregator GP, L.L.C. ("SLP VI GP"). SLP VI GP is the general partner of SLP Quartz Aggregator, L.P. ("SLP Quartz"). SLTA VI (GP), L.L.C. ("SLTA VI GP") is the general partner of SLTA VI. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA VI GP. Prior to the consummation of the Merger, Mr. Egon Durban served as a member of the board of directors of the Issuer and is Co-CEO and Managing Member of SLG. Each of SLP VI, SLTI VI, SLP Quartz, SLP VI GP, SLTA VI, SLTA VI GP and SLG may be deemed to be a director by deputization of the Issuer.

Content

Pursuant the Agreement and Plan of Merger, dated as of March 12, 2023, by and among the Issuer, Quartz Holdco, LLC ("Parent"), and Quartz MergerCo, Inc. ("Merger Sub"), on June 28, 2023, Merger Sub merged with and into the Issuer with the Issuer surviving such merger as a wholly owned subsidiary of Parent (the "Merger"). Immediately prior to the effective time of the Merger, each share of the Issuer's Common Stock beneficially owned by the reporting persons was contributed to Parent in exchange for class A units of Parent. Each such share of the Issuer's Common Stock was then cancelled and ceased to exist.

Silver Lake Technology Associates VI, L.P. ("SLTA VI") is the general partner of each of Silver Lake Partners VI DE (AIV), L.P. ("SLP VI") and Silver Lake Technology Investors VI, L.P. ("SLTI VI"), and the managing member of SLP VI Aggregator GP, L.L.C. ("SLP VI GP"). SLP VI GP is the general partner of SLP Quartz Aggregator, L.P. ("SLP Quartz"). SLTA VI (GP), L.L.C. ("SLTA VI GP") is the general partner of SLTA VI. Silver Lake Group, L.L.C. ("SLG") is the managing member of SLTA VI GP. Prior to the consummation of the Merger, Mr. Egon Durban served as a member of the board of directors of the Issuer and is Co-CEO and Managing Member of SLG. Each of SLP VI, SLTI VI, SLP Quartz, SLP VI GP, SLTA VI, SLTA VI GP and SLG may be deemed to be a director by deputization of the Issuer.