SCHEDULE 13G/A: Insight Partners Discloses 17.3% Stake in Real Brokerage Inc. via Latest SEC Filing

Insight Holdings Group, LLC, along with its affiliated investment funds and entities, has reported a collective beneficial ownership of 17.3% in Real Brokerage Inc., totaling over 34 million common shares.

Summary

• Insight Holdings Group, LLC, the ultimate parent entity, beneficially owns 34,227,741 common shares of Real Brokerage Inc., representing 17.3% of the outstanding class.
• The total percentage is based on 197,753,645 common shares of Real Brokerage Inc. outstanding as of October 4, 2024, as reported in the Issuer's Form F-3 filed on October 16, 2024.
• Several Insight Partners entities hold significant individual stakes, including Insight Partners (Cayman) XI, L.P. with 15,549,682 shares (7.9%) and Insight Partners XI, L.P. with 14,193,481 shares (7.2%).
• Insight Associates XI, L.P. and Insight Associates XI, Ltd. each report beneficial ownership of 32,290,693 shares, representing 16.3% of the class, due to their roles as general partners of various Fund XI Entities.
• Insight Venture Management, LLC holds 92,751 common shares (0.0%), which includes shares issued from restricted share unit (RSU) settlements on January 25, 2023 (32,751 shares) and March 17, 2024 (60,000 shares).
• An additional 30,945 common shares are issuable to Insight Venture Management, LLC upon the settlement of RSUs that are scheduled to vest on May 31, 2025.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership and does not contain information that would indicate positive or negative sentiment regarding the company's performance or outlook.

Future Outlook

NA

Industry Context

This filing indicates a significant, continued institutional investment by Insight Partners in Real Brokerage Inc., a technology-powered real estate brokerage. Such substantial ownership by a prominent growth equity firm suggests a long-term strategic interest in the company's business model and market position within the evolving real estate industry.

Related Party Transactions

• The filing details a complex hierarchical ownership structure where various Insight entities are interconnected through general partnership or sole shareholder relationships, leading to shared voting and dispositive power over Real Brokerage Inc. common shares.
• Insight Associates XI, L.P. acts as the general partner for several Fund XI Entities (Insight Partners (Cayman) XI, L.P., Insight Partners (Delaware) XI, L.P., Insight Partners XI (Co-Investors) (B), L.P., Insight Partners XI (Co-Investors), L.P., and Insight Partners XI, L.P.).
• Insight Associates XI, Ltd. is the general partner of Insight Associates XI, L.P.
• Insight Associates (EU) XI, S.a.r.l. is the general partner of Insight Partners (EU) XI, S.C.Sp.
• Insight Holdings Group, LLC is the sole shareholder of Insight Associates XI, Ltd., Insight Associates (EU) XI, S.a.r.l., and Insight Venture Management, LLC, establishing its ultimate control over the reported shares.

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional stake by Insight Partners may be viewed positively, indicating confidence from a major investor. It also highlights a concentrated ownership structure.
• Management: The substantial stake held by Insight Partners could imply a degree of influence or oversight from a major institutional investor on strategic decisions and corporate governance.

Key Dates

Keywords

Real Brokerage Inc., Insight Partners, Schedule 13G, Beneficial Ownership, SEC Filing, Common Shares, Institutional Investor, Investment Fund