SCHEDULE: Sequoia Capital Entities Update Freshworks Stake Following Pro Rata Share Distributions

Sequoia Capital Global Growth Fund III and its related entities have updated their beneficial ownership in Freshworks Inc. Class A Common Stock to 2.9% following pro rata distributions to partners.

Summary

• Sequoia Capital Global Growth Fund III Endurance Partners, L.P. (SC GGF III), along with its general partners SC GGF III Management and SC US (TTGP), LTD., and individuals Douglas Leone (DL) and Roelof Botha (RB), have filed an Amendment No. 4 to their Schedule 13D.
• The amendment reflects pro rata distributions of Freshworks Inc. Class A Common Stock to partners or members for no consideration.
• As of the filing, the reporting persons collectively beneficially own an aggregate of 7,160,885 shares of Freshworks Inc. Class A Common Stock, which includes 2,885,303 Class A shares and 4,275,582 Class B shares.
• This aggregate ownership represents approximately 2.9% of the Company's Class A Common Stock outstanding.
• The percentage ownership is based on 241,553,184 shares of Class A Common Stock reported outstanding as of April 25, 2025, in Freshworks' Quarterly Report on Form 10-Q.
• Douglas Leone's total beneficial ownership is 7,222,659 shares, comprising shared ownership and 61,774 shares of sole beneficial ownership.
• Roelof Botha's total beneficial ownership is 7,214,321 shares, comprising shared ownership and 53,436 shares of sole beneficial ownership.
• On July 22, 2025, and July 23, 2025, SC GGF III distributed 7,160,884 shares of Class A Common Stock (issued upon conversion of Class B Common Stock) pro rata to partners or members for no consideration, resulting in RB acquiring 53,436 shares and DL acquiring 61,774 shares in sole beneficial ownership.

Sentiment

Score: 5

Explanation: The filing is neutral in sentiment as it is a factual report of changes in beneficial ownership due to internal distributions, not indicative of positive or negative company performance or strategic shifts.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding Freshworks Inc.'s future performance or strategic direction.

Industry Context

This filing is a routine update on beneficial ownership by a major institutional investor, Sequoia Capital, in Freshworks Inc. It reflects internal fund management activities (pro rata distributions) rather than a strategic investment or divestment decision related to broader industry trends.

Related Party Transactions

• Sequoia Capital Global Growth Fund III Endurance Partners, L.P. distributed shares pro rata to its partners or members, including individuals Douglas Leone and Roelof Botha, for no consideration. This represents an internal transfer within the Sequoia Capital network.

Stakeholder Impact

• Shareholders: The filing indicates a shift in the direct beneficial ownership of Freshworks shares from a fund to its underlying partners, which does not fundamentally alter the overall institutional holding percentage but changes the direct holders of a portion of the shares.
• Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this beneficial ownership update.

Key Dates

Keywords

Freshworks Inc., Sequoia Capital, Schedule 13D, Beneficial Ownership, Class A Common Stock, Class B Common Stock, Share Distribution, Institutional Investor, Venture Capital