Sec Form 4 Filing - CENTERVIEW CAPITAL TECHNOLOGY FUND (DELAWARE), L.P. @ SecureWorks Corp - 2021-09-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CENTERVIEW CAPITAL TECHNOLOGY FUND (DELAWARE), L.P.
2. Issuer Name and Ticker or Trading Symbol
SecureWorks Corp [ SCWX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
ATTN: EDWIN B. HOOPER III, 600 RAMONA STREET, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
09/24/2021
(Street)
PALO ALTO, CA94301
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/24/2021 S V 870,000 ( 1 ) D $ 23.48 871,070 ( 2 ) D ( 3 ) ( 4 ) ( 5 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CENTERVIEW CAPITAL TECHNOLOGY FUND (DELAWARE), L.P.
ATTN: EDWIN B. HOOPER III
600 RAMONA STREET, SUITE 200
PALO ALTO, CA94301
X
CENTERVIEW CAPITAL TECHNOLOGY FUND-A (DELAWARE), L.P.
ATTN: EDWIN B. HOOPER III
600 RAMONA STREET, SUITE 200
PALO ALTO, CA94301
X
CENTERVIEW CAPITAL TECHNOLOGY EMPLOYEE FUND, L.P.
ATTN: EDWIN B. HOOPER III
600 RAMONA STREET, SUITE 200
PALO ALTO, CA94301
X
CENTERVIEW CAPITAL TECHNOLOGY FUND GP (DELAWARE), L.P.
ATTN: EDWIN B. HOOPER III
600 RAMONA STREET, SUITE 200
PALO ALTO, CA94301
X
CENTERVIEW CAPITAL TECHNOLOGY LTD.
ATTN: EDWIN B. HOOPER III
600 RAMONA STREET, SUITE 200
PALO ALTO, CA94301
X
Signatures
CENTERVIEW CAPITAL TECHNOLOGY FUND (DELAWARE), L.P. By: Centerview Capital Technology Fund GP (Delaware), L.P. Its: GP By: Centerview Capital Technology Ltd. Its: Ultimate GP By: /s/ Edwin B. Hooper III Name: Edwin B. Hooper III Title: Director 10/18/2021
Signature of Reporting Person Date
CENTERVIEW CAPITAL TECHNOLOGY FUND -A (DELAWARE), L.P. By: Centerview Capital Technology Fund GP (Delaware), L.P. Its: GP By: Centerview Capital Technology Ltd. Its: Ultimate GP By: /s/ Edwin B. Hooper III Name: Edwin B. Hooper III Title: Director 10/18/2021
Signature of Reporting Person Date
CENTERVIEW CAPITAL TECHNOLOGY EMPLOYEE FUND, L.P. By: Centerview Capital Technology Fund GP (Delaware), L.P. Its: GP By: Centerview Capital Technology Ltd. Its: Ultimate GP By: /s/ Edwin B. Hooper III Name: Edwin B. Hooper III Title: Director 10/18/2021
Signature of Reporting Person Date
CENTERVIEW CAPITAL TECHNOLOGY FUND GP (DELAWARE), L.P. By: Centerview Capital Technology Ltd. Its: Ultimate General Partner By: /s/ Edwin B. Hooper III Name: Edwin B. Hooper III Title: Director 10/18/2021
Signature of Reporting Person Date
CENTERVIEW CAPITAL TECHNOLOGY LTD. By: /s/ Edwin B. Hooper III Name: Edwin B. Hooper III Title: Director 10/18/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The aggregate 870,000 shares of Class A Common Stock sold by the Reporting Persons include (a) 607,866 shares sold by Centerview Capital Technology Fund (Delaware), L.P. ("CCTF") (b) 218,634 shares sold by Centerview Capital Technology Fund-A (Delaware), L.P. ("CCTF-A") and (c) 43,500 shares sold by Centerview Capital Technology Employee Fund, L.P. ("CCTEF").
( 2 )The amount reported reflects 608,615 shares owned of record by CCTF, 218,902 shares owned of record by CCTF-A and 43,553 shares owned of record by CCTEF.
( 3 )CCTF, CCTF-A and CCTEF directly own the Class A Common Stock. This Form 4 is also being filed by: (i) Centerview Capital Technology Fund GP (Delaware), L.P. ("CCTF DE") in its capacity as the general partner of CCTF, CCTF-A and CCTEF and (ii) Centerview Capital Technology Ltd. ("CCT") in its capacity as ultimate general partner of CCTF DE (each of CCTF, CCTF-A, CCTEF, CCTF DE and CCT, a "Reporting Person" and collectively, "Reporting Persons").
( 4 )Each Reporting Person disclaims beneficial ownership of all the Class A Common Stock reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any Class A Common Stock covered by this Form 4.
( 5 )CCT is managed by a board of directors consisting of Edwin B. Hooper III and Robert Pruzan (the "CCT Directors"). In such capacity, the CCT Directors may be deemed to have indirect beneficial ownership of the Class A Common Stock held directly by CCTF, CCTF-A and CCTEF. Each CCT Director expressly disclaims beneficial ownership of the Class A Common Stock held directly by CCTF, CCTF-A and CCTEF, except to the extent of his respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Class A Common Stock covered by this Form 4.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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