Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
17 Apr 2025, 17:11:36 UTC
Prior SEC filing
29 Jul 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Seth Boro, Managing Partner of Thoma Bravo Partners XI, L.P., the General Partner of Thoma Bravo Special Opportunities Fund II, L.P.

Key filing fact

THOMA BRAVO SPECIAL OPPORTUNITIES FUND II, L.P. filed Form 4 for SolarWinds Corp (SWI) on 17 Apr 2025.

Key facts

  • This page summarizes THOMA BRAVO SPECIAL OPPORTUNITIES FUND II, L.P.'s Form 4 filing for SolarWinds Corp (SWI).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 17 Apr 2025, 17:11.

Change

  • Previous filing in this sequence was filed on 29 Jul 2021.
  • Current net transaction value: -$926,676,988.

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.

SWI transaction

Common Stock

Other

Transaction value
$926,676,988
Shares
-50,090,648
Change %
-100%
Price
$18.50
Shares after
0
Date
16 Apr 2025
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

THOMA BRAVO SPECIAL OPPORTUNITIES FUND II, L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger dated as of February 7, 2025, by and among Starlight Parent, LLC ("Parent"), Starlight Merger Sub, Inc. ("Merger Subsidiary"), and the Issuer, Merger Subsidiary merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Parent, and at the time of the Merger each issued and outstanding share of the Issuer's Common Stock, par value $0.001 per share, owned by the Reporting Persons was cancelled and converted into the right to receive $18.50 per share in cash without interest thereon.

Footnote F2

Consists of 16,333,202 shares held directly by Thoma Bravo Fund XI, L.P. ("TB Fund XI"), 8,202,937 shares held directly by Thoma Bravo Fund XI-A, L.P. ("TB Fund XI-A"), 360,326 shares held directly by Thoma Bravo Executive Fund XI, L.P. ("TB Exec Fund XI"), 8,079,625 shares held directly by Thoma Bravo Fund XII, L.P. ("TB Fund XII"), 7,145,402 shares held directly by Thoma Bravo Fund XII-A, L.P. ("TB Fund XII-A"), 79,071 shares held directly by Thoma Bravo Executive Fund XII, L.P. ("TB Exec Fund XII"), 70,261 shares held directly by Thoma Bravo Executive Fund XII-a, L.P. ("TB Exec Fund XII-A"), 6,610,607 shares held directly by Thoma Bravo Special Opportunities Fund II, L.P. ("TB SOF II") and 3,209,217 shares held directly by Thoma Bravo Special Opportunities Fund II-A, L.P. ("TB SOF II-A").

Footnote F3

The number of securities disposed has been adjusted to reflect the 1-for-2 reverse stock split effected by the Issuer on July 30, 2021.

Footnote F4

Thoma Bravo Partners XI, L.P. ("TB Partners XI") is the general partner of each of TB Fund XI, TB Fund XI-A, TB Exec Fund XI, TB SOF II and TB SOF II-A. Thoma Bravo Partners XII, L.P. ("TB Partners XII") is the general partner of each of TB Fund XII, TB Fund XII-A, TB Exec Fund XII and TB Exec Fund XII-A. Thoma Bravo UGP, LLC ("TB UGP") is the ultimate managing member of each of TB Partners XI and TB Partners XII. By virtue of the relationships described in this footnote, TB UGP may be deemed to exercise voting and dispositive power with respect to the shares held by TB Fund XI, TB Fund XI-A, TB Exec Fund XI, TB Fund XII, TB Fund XII-A, TB Exec Fund XII, TB Exec Fund XII-A, TB SOF II and TB SOF II-A.

Footnote F5

(Continued from footnote 4) Each of TB Partners XI, TB Partners XII and TB UGP disclaims beneficial ownership of the shares owned by TB Fund XI, TB Fund XI-A, TB Exec Fund XI, TB Fund XII, TB Fund XII-A, TB Exec Fund XII, TB Exec Fund XII-A, TB SOF II and TB SOF II-A except to the extent of its pecuniary interest therein.

SEC remarks

The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, TB Fund XI, TB Fund XI-A, TB Exec Fund XI, TB Fund XII, TB Fund XII-A, TB Exec Fund XII, TB Exec Fund XII-A, TB Partners XI, TB Partners XII and TB UGP have filed a separate Form 4. The holdings of such entities are also reported on this Form 4.

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