SCHEDULE 13D/A: Peak XV Partners' Stake in Freshworks Dips Below 5% Threshold Due to Share Dilution
Schedule 13D Amendment
Peak XV Partners and its affiliated entities have reported a decrease in their beneficial ownership of Freshworks Inc. Class A Common Stock to approximately 4.9%, falling below the 5% threshold, primarily due to an increase in the total number of outstanding shares.
Summary
- The filing is Amendment No. 4 to the Schedule 13D for Freshworks Inc. Class A Common Stock.
- The reporting persons, a group of eight affiliated entities under Peak XV Partners, collectively beneficially own an aggregate of 11,704,553 shares of Freshworks Inc. Class A Common Stock.
- This aggregate ownership represents approximately 4.9% of the Company's Class A Common Stock.
- The decrease in percentage beneficial ownership is attributed to an increase in the number of outstanding Class A Common Stock shares of Freshworks Inc.
- As of February 14, 2025, Freshworks Inc. had 243,010,237 shares of Class A Common Stock outstanding, as reported in the Company's Annual Report on Form 10-K filed on February 20, 2025.
- The reporting persons have not effected any transactions in Freshworks Class A Common Stock since the filing of Amendment No. 3 on January 29, 2025.
- As of February 20, 2025, the Reporting Persons ceased to be beneficial owners of more than five percent of Freshworks Inc.'s Class A Common Stock.
Sentiment
Score: 5
Explanation: The document is a factual disclosure of a change in beneficial ownership percentage due to share dilution, not an indicator of positive or negative company performance or strategic shifts. Therefore, the sentiment is neutral.
Future Outlook
The document does not provide any forward-looking statements or guidance regarding Freshworks Inc.'s future performance or the reporting persons' future investment intentions beyond the current ownership disclosure.
Industry Context
This filing is a routine disclosure of a change in a significant shareholder's ownership percentage, primarily driven by an increase in the company's outstanding shares. It does not provide insights into broader industry trends or Freshworks Inc.'s competitive position.
Stakeholder Impact
- Shareholders: The decrease in Peak XV Partners' percentage ownership due to an increase in outstanding shares implies a slight dilution for all existing shareholders, though this filing itself is a disclosure of that effect rather than a new event causing it.
Key Dates
| Date | Description |
|---|---|
| 2022-03-21 | Initial Schedule 13D filing date |
| 2022-11-14 | Amendment No. 1 filed |
| 2023-07-27 | Amendment No. 2 filed |
| 2025-01-29 | Amendment No. 3 filed |
| 2025-02-14 | Date as of which 243,010,237 shares of Class A Common Stock were outstanding, as reported in the Company's 10-K |
| 2025-02-20 | Date of event which requires filing of this statement; also the date the Reporting Persons ceased to be beneficial owners of more than five percent of the Issuer's Class A Common Stock |
| 2025-02-20 | Date Freshworks Inc. filed its Annual Report on Form 10-K |
| 2025-02-24 | Date of Joint Filing Agreement and signing date of this Amendment No. 4 |
Keywords
Freshworks Inc., Peak XV Partners, Schedule 13D, Beneficial Ownership, Class A Common Stock, Share Dilution, SEC Filing, Institutional Investor
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