THOMA BRAVO UGP, LLC - 12 Feb 2024 Form 4 Insider Report for Dynatrace, Inc. (DT)

Role
10%+ Owner
Signature
/s/ Seth Boro, Managing Partner of Thoma Bravo UGP, LLC
Issuer symbol
DT
Transactions as of
12 Feb 2024
Net transactions value
-$749,178,065
Form type
4
Filing time
14 Feb 2024, 16:05:20 UTC
Previous filing
09 Feb 2024
Next filing
30 Sep 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DT Common Stock Sale $749,178,065 -14,242,929 -47% $52.60 16,114,344 12 Feb 2024 See footnote F1, F2, F3
transaction DT Common Stock Other -2,847,726 -15% 16,114,344 14 Feb 2024 See footnote F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

THOMA BRAVO UGP, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On February 12, 2024, the Reporting Persons sold an aggregate of 14,242,929 shares of the Issuer's Common Stock, par value $0.001 per share, pursuant to Rule 144 under the Securities Act of 1933, as amended.
F2 After giving effect to the distribution reported on this statement, consists of 839,999 shares held directly by Thoma Bravo Fund X, L.P. ("TB Fund X"), 183,745 shares held directly by Thoma Bravo Fund X-A, L.P. ("TB Fund X-A"), 3,956,572 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 1,987,086 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A"), 87,284 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund"), 72,073 shares held directly by Thoma Bravo Special Opportunities Fund I, L.P. ("TB SOF"), 530,982 shares held directly by Thoma Bravo Special Opportunities Fund I AIV, L.P. ("TB SOF AIV"), 1,798,578 shares held directly by Thoma Bravo Partners X, L.P. ("TB Partners X"), and 6,658,025 shares held directly by Thoma Bravo Partners XI, L.P. ("TB Partners XI").
F3 Thoma Bravo Partners X, L.P. ("TB Partners X") is the general partner of each of TB Fund X, TB Fund X-A, TB SOF and TB SOF AIV. Thoma Bravo Partners XI, L.P. ("TB Partners XI") is the general partner of each of TB Fund XI, TB Fund XI-A and TB Exec Fund. Thoma Bravo UGP, LLC is the ultimate managing member of TB Partners X and TB Partners XI. By virtue of the relationships described in this footnote, Thoma Bravo UGP, LLC may be deemed to exercise voting and dispositive power with respect to the shares held by TB Fund X, TB Fund X-A, TB SOF, TB SOF AIV, TB Fund XI, TB Fund XI-A and TB Exec Fund. Each of TB Partners X, TB Partners XI and Thoma Bravo UGP, LLC disclaims beneficial ownership of the shares owned by TB Fund X, TB Fund X-A, TB SOF, TB SOF AIV, TB Fund XI, TB Fund XI-A and TB Exec Fund except to the extent of its pecuniary interest therein.
F4 Represents a distribution of (i) 175,612 shares held directly by TB SOF AIV, 24,437 shares held directly by TB SOF, 351,970 shares held directly by TB Fund X and 58,947 shares held directly by TB Fund X-A, in each case to TB Partners X, and (ii) 27,878 shares held directly by TB Exec Fund, 1,607,653 shares held directly by TB Fund XI, and 601,229 shares held directly by TB Fund XI-A, in each case to TB Partners XI.