Sec Form 3 Filing - ForgePoint Cybersecurity GP-I, LLC @ IronNet, Inc. - 2021-08-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
ForgePoint Cybersecurity GP-I, LLC
2. Issuer Name and Ticker or Trading Symbol
IronNet, Inc. [ IRNT]
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)
400 S EL CAMINO REAL SUITE 1050
3. Date of Earliest Transaction (MM/DD/YY)
08/26/2021
(Street)
SAN MATEO, CA94402
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
Common Stock 52,135 I See footnote ( 1 )
Common Stock 2,246,496 I See footnote ( 2 )
Common Stock 748,221 I See footnote ( 3 )
Common Stock 1,965,474 I See footnote ( 4 )
Common Stock 266,539 I See footnote ( 5 )
Common Stock 4,683,686 I See footnote ( 6 )
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
ForgePoint Cybersecurity GP-I, LLC
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cyber Affiliates Fund I, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cyber Co-Investors I, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cyber Co-Investors I-B, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cyber Co-Investors I-C, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cyber Co-Investors I-E, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
ForgePoint Cybersecurity Fund I, L.P.
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
Yepez Juan Alberto
400 S EL CAMINO REAL SUITE 1050
SAN MATEO, CA94402
X
Signatures
ForgePoint Cybersecurity GP-I, LLC, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cyber Affiliates Fund I, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cyber Co-Investors I, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cyber Co-Investors I-B, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cyber Co-Investors I-C, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cyber Co-Investors I-E, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
ForgePoint Cybersecurity Fund I, L.P., By: ForgePoint Cybersecurity GP-I, LLC, its General Partner, By /s/ Donald R. Dixon, Managing Member 09/07/2021
Signature of Reporting Person Date
/s/ Alberto Yepez 09/07/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares are held by ForgePoint Cyber Affiliates Fund I, L.P. ("Cyber Affiliates"). ForgePoint Cybersecurity GP-I, LLC ("Cybersecurity GP") is the general partner of Cyber Affiliates and may be deemed to beneficially own the shares held by Cyber Affiliates. Donald Dixon ("Dixon") and Alberto Yepez ("Yepez") are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Cyber Affiliates. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.
( 2 )Shares are held by ForgePoint Cyber Co-Investors I, L.P. ("Co-Investors I"). Cybersecurity GP is the general partner of Co-Investors I and may be deemed to beneficially own the shares held by Co-Investors I. Dixon and Yepez are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Co-Investors I. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.
( 3 )Shares are held by ForgePoint Cyber Co-Investors I-B, L.P. ("Co-Investors I-B"). Cybersecurity GP is the general partner of Co-Investors I-B and may be deemed to beneficially own the shares held by Co-Investors I-B. Dixon and Yepez are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Co-Investors I-B. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.
( 4 )Shares are held by ForgePoint Cyber Co-Investors I-C, L.P. ("Co-Investors I-C"). Cybersecurity GP is the general partner of Co-Investors I-C and may be deemed to beneficially own the shares held by Co-Investors I-C. Dixon and Yepez are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Co-Investors I-C. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.
( 5 )Shares are held by ForgePoint Cyber Co-Investors I-E, L.P. ("Co-Investors I-E"). Cybersecurity GP is the general partner of Co-Investors I-E and may be deemed to beneficially own the shares held by Co-Investors I-E. Dixon and Yepez are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Co-Investors I-E. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.
( 6 )Shares are held by ForgePoint Cybersecurity Fund I, L.P. ("Cybersecurity LP"). Cybersecurity GP is the general partner of Cybersecurity LP and may be deemed to beneficially own the shares held by Cybersecurity LP. Dixon and Yepez are managing members of Cybersecurity GP, and may be deemed to share voting and investment power over the shares held by Cybersecurity LP. Each of Cybersecurity GP and Yepez disclaims beneficial ownership in these shares except to the extent of its or his respective pecuniary interest therein. Dixon is a director of the issuer and files separate Section 16 reports.

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