Form 4: Insight Holdings Group Sells nCino Shares Under 10b5-1 Plan

Insight Holdings Group, along with affiliated entities, sold nCino, Inc. shares on July 30 and 31, 2024, under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Insight Holdings Group, LLC and affiliated entities, including various Insight Venture Partners funds, filed a Form 4 detailing changes in beneficial ownership of nCino, Inc. (NCNO) common stock.
• The transactions involved the sale of nCino shares on July 30 and 31, 2024, at weighted average prices of $33.325 and $33.1058, respectively.
• These sales were executed under a Rule 10b5-1 trading plan adopted on April 10, 2024.
• The reporting entities include Insight Holdings Group, LLC, Insight Venture Associates Growth-Buyout Coinvestment, Ltd., and several Insight Venture Partners Growth-Buyout Coinvestment Funds.
• Jeffrey Horing, a member of Insight Holdings Group, LLC's board of managers, serves on nCino's Board of Directors, potentially leading to a 'director by deputization' status for the reporting persons under Section 16 of the Securities Exchange Act of 1934.
• The filing was split into three forms due to the SEC's EDGAR system limit of 10 reporting persons per form.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the filing simply reports transactions under a pre-existing plan. There is no indication of positive or negative sentiment towards the company's prospects.

Future Outlook

The document does not contain any specific forward-looking statements or guidance regarding nCino's future performance or Insight Holdings Group's future transactions.

Industry Context

Form 4 filings are standard disclosures for significant shareholders and insiders, providing transparency into their trading activities. The use of a 10b5-1 plan suggests a pre-arranged strategy to sell shares over time, potentially mitigating concerns about insider trading.

Comparison to Industry Standards

• Form 4 filings are a standard regulatory requirement for company insiders and major shareholders in the US, similar to filings required of directors and major shareholders in other developed markets.
• The use of a 10b5-1 trading plan is a common practice among corporate insiders to diversify their holdings while avoiding accusations of insider trading, similar to practices employed by executives at companies like Salesforce (CRM) and Workday (WDAY).

Stakeholder Impact

• The share sales may have a minor impact on nCino's stock price, although the pre-arranged nature of the sales under the 10b5-1 plan could mitigate any significant negative effect.
• The sales could provide liquidity to Insight Holdings Group and its affiliated funds.

Key Dates