Alexander Wong - 16 Nov 2021 Form 3 Insider Report for UserTesting, Inc.

Role: Director
Signature: /s/ Ambyr O'Donnell as attorney-in-fact for Alexander Wong
Issuer symbol: N/A
Transactions as of: 16 Nov 2021
Net transactions value: $0
Form type: 3
Filing time: 16 Nov 2021, 17:34:41 UTC
Next filing: 22 Nov 2021
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Date	Underlying Class	Amount	Ownership	Footnotes
holding	USER	Series A Convertible Preferred Stock	16 Nov 2021	Common Stock	7,998,900	By Topiary Capital Fund I, LP	F1, F2
holding	USER	Series A-1 Convertible Preferred Stock	16 Nov 2021	Common Stock	1,658,316	By Topiary Capital Fund I, LP	F1, F2
holding	USER	Series B Convertible Preferred Stock	16 Nov 2021	Common Stock	971,250	By Topiary Capital Fund I, LP	F1, F2
holding	USER	Series D Convertible Preferred Stock	16 Nov 2021	Common Stock	996,000	By Topiary Capital Fund I, LP	F1, F2

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

Explanation of Responses:

Id	Content
F1	Each share of the Issuer's Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock and Series D Preferred Stock will automatically convert into one (1) share of the Issuer's Common Stock immediately upon the closing of the Issuer's initial public offering and has no expiration date.
F2	The reported securities are held by the Topiary Capital Fund I, LP ("Topiary LP"). Topiary Capital Fund I GP, LLC ("Topiary GP") is the general partner of Topiary LP and may be deemed to have sole voting and dispositive power over the securities held by Topiary LP. The Reporting Person is the managing director of Topiary GP and therefore may be deemed to also have sole voting and dispositive power over the securities held by Topiary LP. The Reporting Person disclaims beneficial ownership over the securities held by Topiary LP except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Content

Each share of the Issuer's Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock and Series D Preferred Stock will automatically convert into one (1) share of the Issuer's Common Stock immediately upon the closing of the Issuer's initial public offering and has no expiration date.

The reported securities are held by the Topiary Capital Fund I, LP ("Topiary LP"). Topiary Capital Fund I GP, LLC ("Topiary GP") is the general partner of Topiary LP and may be deemed to have sole voting and dispositive power over the securities held by Topiary LP. The Reporting Person is the managing director of Topiary GP and therefore may be deemed to also have sole voting and dispositive power over the securities held by Topiary LP. The Reporting Person disclaims beneficial ownership over the securities held by Topiary LP except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.