SolarWinds Corp - 19 Jul 2021 Form 4 Insider Report for N-able, Inc. (NABL)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
21 Jul 2021, 17:02:09 UTC
Prior SEC filing
25 Jun 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jason Bliss, Corporate Secretary

Key filing fact

SolarWinds Corp filed Form 4 for N-able, Inc. (NABL) on 21 Jul 2021.

Key facts

  • This page summarizes SolarWinds Corp's Form 4 filing for N-able, Inc. (NABL).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 21 Jul 2021, 17:02.

Change

  • Previous filing in this sequence was filed on 25 Jun 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NABL transaction

Common Stock, par value $0.001 per share

Other

Transaction value
Shares
-158,231,020
Change %
-100%
Price
Shares after
0
Date
19 Jul 2021
Ownership
Direct
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

SolarWinds Corp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote 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.

Footnote 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.

Footnote 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.

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