Sec Form 3 Filing - Blackstone Multi-Asset Direct Holdings - AD (US Centric) L.P. @ CVENT HOLDING CORP. - 2023-03-14

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
Blackstone Multi-Asset Direct Holdings - AD (US Centric) L.P.
2. Issuer Name and Ticker or Trading Symbol
CVENT HOLDING CORP. [ CVT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O BLACKSTONE INC., 345 PARK AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/14/2023
(Street)
NEW YORK, 10154
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 3,000,000 I See Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 )
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
Blackstone Multi-Asset Direct Holdings - AD (US Centric) L.P.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK10154
See Remarks
Blackstone Multi-Asset GP L.P.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
BTO AD GP L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings III L.P.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings III GP L.P.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Holdings III GP Management L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Inc.
345 PARK AVENUE
NEW YORK, NY10154
X
Blackstone Group Management L.L.C.
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
SCHWARZMAN STEPHEN A
C/O BLACKSTONE INC.
345 PARK AVENUE
NEW YORK, NY10154
X
Signatures
Blackstone Multi-Asset Direct Holdings-AD (US Centric) L.P., By: Blackstone Multi-Asset GP L.P., its general partner, By: BTO AD GP L.L.C., its general partner, By: /s/ Christopher James, Name: Christopher James, Title: Chief Operating Officer 03/16/2023
Signature of Reporting Person Date
Blackstone Multi-Asset GP L.P., By: BTO AD GP L.L.C., its general partner, By: /s/ Christopher James, Name: Christopher James, Title: Chief Operating Officer 03/16/2023
Signature of Reporting Person Date
BTO AD GP L.L.C., By: /s/ Christopher James, Name: Christopher James, Title: Chief Operating Officer 03/16/2023
Signature of Reporting Person Date
Blackstone Holdings III L.P., By: Blackstone Holdings III GP L.P., its general partner, By: Blackstone Holdings III GP Management L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 03/16/2023
Signature of Reporting Person Date
Blackstone Holdings III GP L.P., By: Blackstone Holdings III GP Management L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 03/16/2023
Signature of Reporting Person Date
Blackstone Holdings III GP Management L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 03/16/2023
Signature of Reporting Person Date
Blackstone Inc., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 03/16/2023
Signature of Reporting Person Date
Blackstone Group Management L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director 03/16/2023
Signature of Reporting Person Date
Stephen A. Schwarzman, /s/ Stephen A. Schwarzman 03/16/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects shares held directly by Blackstone Multi-Asset Direct Holdings-AD (US Centric) L.P. The general partner of Blackstone Multi-Asset Direct Holdings-AD (US Centric) L.P. is Blackstone Multi-Asset GP L.P. The general partner of Blackstone Multi-Asset GP L.P. is BTO AD GP L.L.C. The sole member of BTO AD GP L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone"). The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
( 2 )The reported shares of Common Stock represent approximately 0.6% of the Issuer's outstanding shares of Common Stock. As disclosed in a Schedule 13D filed by the Reporting Persons, by virtue of certain agreements entered into with certain stockholders of the Issuer affiliated with Vista Equity Partners ("Vista") in connection with the proposed acquisition of the Issuer pursuant to the Agreement and Plan of Merger, dated as of March 14, 2023, by and among the Issuer, Capstone Borrower, Inc., and Capstone Merger Sub, Inc. certain of the Reporting Persons and Vista may be deemed to have formed a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Neither the filing of this Form 3 nor any of its contents shall be deemed to constitute an admission that the Reporting Persons and Vista are members of any such group or that transactions in the Issuer's Common Stock by the Reporting Persons are subject to Section 16 of the Exchange Act.
( 3 )Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
( 4 )Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Exchange Act, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

Remarks:
Potential member of a 10% group

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