Sec Form 13G Filing - Scale Venture Partners IV L.P. filing for WalkMe Ltd. (WKME) - 2024-02-13

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Scale Venture Management IV, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 California

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 9,429,021 (See Item 4 herein)

 Shared Voting Power

 0

 Sole Dispositive Power

 9,429,021 (See Item 4 herein)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 9,429,021 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 10.38% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 CO

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Scale Management, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 California

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 11,302 (See Item 4 herein)

 Shared Voting Power

 0

 Sole Dispositive Power

 11,302 (See Item 4 herein)

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 11,302 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 0.01% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 CO

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Rory O’Driscoll

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 20,718 (See Item 4 herein)

 Shared Voting Power

 9,440,323 (See Item 4 herein)

 Sole Dispositive Power

 20,718 (See Item 4 herein)

 Shared Dispositive Power

 9,440,323 (See Item 4 herein)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 9,461,041 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 10.41% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 IN

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Stacey Bishop

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 9,440,323 (See Item 4 herein)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 9,440,323 (See Item 4 herein)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 9,440,323 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 10.39% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 IN

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Andrew Vitus

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 9,440,323 (See Item 4 herein)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 9,440,323 (See Item 4 herein)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 9,440,323 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 10.39% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 IN

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Ariel Tseitlin

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 11,302 (See Item 4 herein)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 11,302 (See Item 4 herein)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 11,302 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 0.01% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 IN

 Name of Reporting Persons

 I.R.S. Identification No(s). of above person(s) (entities only)

 Alexander Niehenke

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a)     (b)  

 SEC USE ONLY

 Citizenship or Place of Organization

 US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 11,302 (See Item 4 herein)

 Sole Dispositive Power

 0

 Shared Dispositive Power

 11,302 (See Item 4 herein)

 Aggregate Amount Beneficially Owned by Each Reporting Person

 11,302 (See Item 4 herein)

 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

 Percent of Class Represented by Amount in Row (9)

 0.01% (See Item 4 herein)

 Type of Reporting Person (See Instructions)

 IN

Name of Issuer

Address of Issuer’s Principal Executive Offices

Name of Person Filing

Address of Principal Business Office or, if none, Residence

Citizenship

Title of Class of Securities

CUSIP Number

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Ownership

Includes 9,429,021 Ordinary Shares held on December 31, 2023 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

Includes 11,302 Ordinary Shares held on December 31, 2023 by Scale Management, LLC.

Based on 90,864,662 Ordinary Shares outstanding on December 31, 2023 as reported by the Issuer.

Ownership of 5 Percent or Less of a Class

Ownership of More than Five Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group

Notice of Dissolution of a Group

Certification

/s/ Rory O’Driscoll

/s/ Rory O’Driscoll

/s/ Rory O’Driscoll

/s/ Andrew Vitus

/s/ Ariel Tseitlin

/s/ Stacey Bishop

/s/ Alexander Niehenke

Joint Filing Agreement