| Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NABL | Common Stock, par value $0.001 per share | -Other | -158,231,020 | -100% | 0 | Jul 19, 2021 | Direct | F1, F2, F3 |
SolarWinds Corp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | On July 19, 2021, due to an internal distribution of the common stock of N-able, Inc. ("N-able"), a Delaware corporation, to SolarWinds Corporation ("SolarWinds"), a Delaware corporation, by certain wholly owned subsidiaries of SolarWinds, SolarWinds became the direct owner of the 1,000 shares of common stock of N-able. This internal distribution was exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") pursuant to Rule 16a-13 under the Exchange Act. |
| F2 | Pursuant to the Amended and Restated Certificate of Incorporation of N-able filed by N-able with the Secretary of the State of Delaware on July 16, 2021, on July 16, 2021, the 1,000 outstanding shares of common stock of N-able were automatically converted into an aggregate of 158,231,020 fully-paid and nonassessable shares of common stock of N-able (the "Recapitalization"). The Recapitalization was exempt pursuant to Rules 16a-9 and 16b-7 under the Exchange Act and did not result in a change in the pecuniary interest of SolarWinds in N-able. |
| F3 | On July 19, 2021, 158,231,020 shares of common stock of N-able were distributed by SolarWinds by way of a pro rata dividend to its stockholders (the "Distribution"), which was exempt from Section 16 pursuant to Rule 16a-9 under the Exchange Act. As a result of the Distribution, SolarWinds no longer beneficially owns any shares of N-able and consequently is no longer subject to the requirements of Section 16 of the Exchange Act with respect to N-able. |