Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED

PURSUANT TO RULES 13d-1 (b), (c) AND (d)

AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No.)*
 
CCC INTELLIGENT SOLUTIONS HOLDINGS INC.
(Name of Issuer)
 
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
 
12510Q100
(CUSIP Number)
 
December 31, 2023
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨      Rule 13d-1(b)

¨      Rule 13d-1(c)

x     Rule 13d-1(d)

 

_______________________

 

*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.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

Page of 1 of 12

Exhibit Index on Page 12

 

 

 

 

 

 

CUSIP # 12510Q100   Page 2 of 12

 

1

NAMES OF REPORTING PERSONS

 

Technology Crossover Management IX, Ltd.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

20,589,027 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

20,589,027 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

20,589,027 shares of Common Stock (A)

  
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

3.4% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 3 of 12

 

1

NAMES OF REPORTING PERSONS

 

Technology Crossover Management IX, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

19,445,664 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

19,445,664 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

19,445,664 shares of Common Stock (A)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

3.2% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 4 of 12

 

1

NAMES OF REPORTING PERSONS

 

TCV IX, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

14,559,816 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

14,559,816 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

14,559,816 shares of Common Stock (A)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.4% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 5 of 12

 

1

NAMES OF REPORTING PERSONS

 

TCV IX (A), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

4,108,245 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

4,108,245 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

4,108,245 shares of Common Stock (A)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.7% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 6 of 12

 

1

NAMES OF REPORTING PERSONS

 

TCV IX (B), L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

777,603 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

777,603 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

777,603 shares of Common Stock (A)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.1% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 7 of 12

 

1

NAMES OF REPORTING PERSONS

 

TCV Member Fund, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨ (b)  x

 

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Cayman Islands

  
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

1,143,363 shares of Common Stock (A)

6

SHARED VOTING POWER

 

-0- shares of Common Stock

7

SOLE DISPOSITIVE POWER

 

1,143,363 shares of Common Stock (A)

8

SHARED DISPOSITIVE POWER

 

-0- shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,143,363 shares of Common Stock (A)

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.2% (A)

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

       

(A) As of February 13, 2024. Please see Item 4.

 

 

 

 

CUSIP # 12510Q100   Page 8 of 12

 

Item 1(a). Name of Issuer
   
CCC Intelligent Solutions Holdings Inc. (the “Issuer”)
   
Item 1(b). Address of Issuer’s Principal Executive Offices
   
167 N. Green Street, 9th Floor
Chicago, Illinois 60607
   
Item 2(a). Name of Persons Filing
   
This statement is being filed by (1) Technology Crossover Management IX, Ltd., a Cayman Islands exempted company (“Management IX”), (2) Technology Crossover Management IX, L.P., a Cayman Islands exempted limited partnership (“TCM IX”), (3) TCV IX, L.P., a Cayman Islands exempted limited partnership (“TCV IX”), (4) TCV IX (A), L.P., a Cayman Islands exempted limited partnership (“TCV IX (A)”), (5) TCV IX (B), L.P., a Cayman Islands exempted limited partnership (“TCV IX (B)”) and (6) TCV Member Fund, L.P., a Cayman Islands exempted limited partnership (“Member Fund”). The foregoing entities are collectively referred to herein as the “Reporting Persons.”
   
Item 2(b). Address of Principal Business Office
   
The mailing address for each of the Reporting Persons is:
c/o TCV
250 Middlefield Road
Menlo Park, California 94025
   
Item 2(c). Citizenship
   
Management IX is a Cayman Islands exempted company. Each of TCM IX, TCV IX, TCV IX (A), TCV IX (B) and Member Fund is a Cayman Islands exempted limited partnership.
   
Item 2(d) and 2(e). Title of Class of Securities and CUSIP Number
   
Common Stock, par value $0.0001 per share (“Common Stock”)
CUSIP Number: 12510Q100
   
Item 3. Not applicable.

 

 

 

 

CUSIP # 12510Q100   Page 9 of 12

 

Item 4.Ownership

 

The responses of the Reporting Persons to Rows (5) through (9) and (11) of the cover pages of this Schedule 13G as of the date hereof are incorporated herein by reference. On December 31, 2023, the Reporting Persons beneficially owned directly and/or indirectly the following shares of Common Stock:

 

Name of Reporting Person  Shares of Common Stock  

Percentage of Common Stock(1)

 
Technology Crossover Management IX, Ltd.   30,589,027    5.1%
Technology Crossover Management IX, L.P.   28,890,337    4.8%
TCV IX, L.P.   21,631,454    3.6%
TCV IX (A), L.P.   6,103,601    1.0%
TCV IX (B), L.P.   1,155,282    0.2%
TCV Member Fund, L.P.   1,698,690    0.3%

 

(1) The information shown in the table with respect to the percentage of Common Stock beneficially owned is based on 602,568,628 shares of Common Stock outstanding as of November 30, 2023, as reported in the Issuer’s prospectus supplement filed with the Securities and Exchange Commission on January 5, 2024.

 

Excluded from beneficial ownership is the contingent right to earn-out shares.

 

Each of TCV IX, TCV IX (A), TCV IX (B) and Member Fund (collectively, the “TCV Entities”) has the sole power to dispose or direct the disposition of the shares of Common Stock that it holds directly and has the sole power to vote or direct the vote of such shares.

 

Management IX, as the ultimate general partner of the TCV Entities, may be deemed to have the sole power to dispose or direct the disposition of the shares held by the TCV Entities and have the sole power to direct the vote of such shares of Common Stock. TCM IX, as the direct general partner of TCV IX, TCV IX (A) and TCV IX (B) (collectively, the “TCV IX Funds”), may also be deemed to have the sole power to dispose or direct the disposition of the shares of Common Stock held by the TCV IX Funds and have the sole power to direct the vote of such shares of Common Stock. Each of Management IX and TCM IX disclaims beneficial ownership of the shares of Common Stock owned by the TCV Entities, except to the extent of their respective pecuniary interest therein.

 

The Reporting Persons may be deemed to be acting as a group in relation to their respective holdings in the Issuer but do not affirm the existence of any such group.

 

Except as set forth in this Item 4, each of the Reporting Persons disclaims beneficial ownership of any Common Stock owned beneficially or of record by any other Reporting Person.

 

Item 5.Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person

 

Not applicable.

 

 

 

 

CUSIP # 12510Q100   Page 10 of 12

 

Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

 

Not applicable.

 

Item 8.Identification and Classification of Members of the Group

 

See Item 4 above.

 

Item 9.Notice of Dissolution of Group

 

Not applicable.

 

Item 10.Certifications

 

Not applicable.

 

 

 

 

CUSIP # 12510Q100   Page 11 of 12

 

SIGNATURES

 

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 14, 2024

 

  Technology Crossover Management IX, Ltd.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

  Technology Crossover Management IX, L.P.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

  TCV IX, L.P.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

  TCV IX (A), L.P.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

  TCV IX (B), L.P.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

  TCV Member Fund, L.P.
     
  By: /s/ Frederic D. Fenton
  Name: Frederic D. Fenton
  Its: Authorized Signatory

 

 

 

 

CUSIP # 12510Q100   Page 12 of 12

 

EXHIBIT

 

Exhibit  
Exhibit 99.1: Joint Filing Agreement, dated as of February 13, 2024 (filed herewith).
Exhibit 99.2: Statement Appointing Designated Filer and Authorized Signatories dated February 14, 2022 (incorporated by reference to Exhibit 99.2 to the Schedule 13G/A relating to the Class A Common Stock of GitLab Inc. filed on February 14, 2022).