ValueAct Holdings, L.P. - 26 May 2025 Form 4 Insider Report for INSIGHT ENTERPRISES INC (NSIT)

Reporting relationship: 10%+ Owner
Issuer ticker: NSIT
Reported as of: 26 May 2025
Net transaction value: -$76,116,000
SEC form: 4
Accepted by SEC: 27 May 2025, 20:00:46 UTC
Prior SEC filing: 12 May 2025
Source filing: View source filing
Reporting owner signature: VALUEACT HOLDINGS, L.P., By: VALUEACT HOLDINGS GP, LLC, its General Partner, By: /s/ Jason B. Breeding, Authorized Signatory

Key filing fact

ValueAct Holdings, L.P. filed Form 4 for INSIGHT ENTERPRISES INC (NSIT) on 27 May 2025.

Key facts

This page summarizes ValueAct Holdings, L.P.'s Form 4 filing for INSIGHT ENTERPRISES INC (NSIT).
1 reported transaction and 0 derivative rows are listed below.
Accepted by SEC: 27 May 2025, 20:00.

Change

Previous filing in this sequence was filed on 12 May 2025.
Current net transaction value: -$76,116,000.

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

Reporting Owners (7)

CIK 0001418814 Primary reporting owner

ValueAct Holdings, L.P.

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VALUEACT HOLDINGS, L.P., By: VALUEACT HOLDINGS GP, LLC, its General Partner, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001464912

ValueAct Capital Master Fund, L.P.

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VALUEACT CAPITAL MASTER FUND, L.P., By: VA PARTNERS I, LLC, its General Partner, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001418812

VA Partners I, LLC

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VA PARTNERS I, LLC, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001351069

ValueAct Capital Management, L.P.

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VALUEACT CAPITAL MANAGEMENT, L.P., By: VALUEACT CAPITAL MANAGEMENT, LLC, its General Partner, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001351073

ValueAct Capital Management, LLC

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VALUEACT CAPITAL MANAGEMENT, LLC, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001763309

ValueAct Holdings II, L.P.

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, FOURTH FLOOR, SAN FRANCISCO
Signature: VALUEACT HOLDINGS II, L.P., By: VALUEACT HOLDINGS GP, LLC, its General Partner, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

CIK 0001418813

ValueAct Holdings GP, LLC

Relationship: 10%+ Owner
Address: ONE LETTERMAN DRIVE, BUILDING D, 4TH FLOOR, SAN FRANCISCO
Signature: VALUEACT HOLDINGS GP, LLC, By: /s/ Jason B. Breeding, Authorized Signatory
Signature date: 27 May 2025

Reported non-derivative transactions

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

NSIT transaction

Common Stock

Disposed to Issuer

Transaction value: $76,116,000
Shares: -600,000
Change %: -17%
Price: $126.86
Shares after: 2,861,739
Date: 26 May 2025
Ownership: See footnotes
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

ValueAct Holdings, 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 3 footnotes

Footnote F1

These shares were sold by ValueAct Capital Master Fund, L.P. to the Issuer in a private transaction pursuant to the Stock Repurchase Agreement between ValueAct Capital Master Fund, L.P. and the Issuer dated May 26, 2025.

Footnote F2

Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Footnote F3

The securities reported herein are directly beneficially owned by ValueAct Capital Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P. , (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P. , (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.

SEC remarks

The reporting persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such reporting person. This report shall not be deemed an admission that such reporting person is a member of a group or the beneficial owner of any securities not directly owned by such reporting person.