Amendment: SEC Form SC 13G/A filed by Jamf Holding Corp.

Rule 13d-1(b)

Rule 13d-1(c)

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 disclosures provided in a prior cover page.

 Names of Reporting Persons

 Vista Equity Partners Fund VI, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 24,312,715

 Sole Dispositive Power

 0

 Shared Dispositive Power

 24,312,715

 Aggregate Amount Beneficially Owned by Each Reporting Person

 24,312,715

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 18.93%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of the Issuer’s Common Stock, $0.001 par value per share (“Common Stock”), outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on November 7, 2024.

 Names of Reporting Persons

 Vista Equity Partners Fund VI-A, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 14,687,388

 Sole Dispositive Power

 0

 Shared Dispositive Power

 14,687,388

 Aggregate Amount Beneficially Owned by Each Reporting Person

 14,687,388

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 11.43%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF VI FAF, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 295,855

 Sole Dispositive Power

 0

 Shared Dispositive Power

 295,855

 Aggregate Amount Beneficially Owned by Each Reporting Person

 295,855

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 *%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Beneficial ownership representing less than 1% is denoted with an asterisk (*). Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 Vista Co-Invest Fund 2017-1, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 4,490,966

 Sole Dispositive Power

 0

 Shared Dispositive Power

 4,490,966

 Aggregate Amount Beneficially Owned by Each Reporting Person

 4,490,966

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 3.50%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF VI Co-Invest 1, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 1,571,838

 Sole Dispositive Power

 0

 Shared Dispositive Power

 1,571,838

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,571,838

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 1.22%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 Vista Equity Partners Fund VI GP, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 39,295,958

 Sole Dispositive Power

 0

 Shared Dispositive Power

 39,295,958

 Aggregate Amount Beneficially Owned by Each Reporting Person

 39,295,958

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 30.59%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 Vista Co-Invest Fund 2017-1 GP, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 4,490,966

 Sole Dispositive Power

 0

 Shared Dispositive Power

 4,490,966

 Aggregate Amount Beneficially Owned by Each Reporting Person

 4,490,966

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 3.50%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF VI Co-Invest 1 GP, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 1,571,838

 Sole Dispositive Power

 0

 Shared Dispositive Power

 1,571,838

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,571,838

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 1.22%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF VI GP, Ltd.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 39,295,958

 Sole Dispositive Power

 0

 Shared Dispositive Power

 39,295,958

 Aggregate Amount Beneficially Owned by Each Reporting Person

 39,295,958

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 30.59%⁽¹⁾

 Type of Reporting Person (See Instructions)

 OO

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 Vista Co-Invest Fund 2017-1 GP, Ltd.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 4,490,966

 Sole Dispositive Power

 0

 Shared Dispositive Power

 4,490,966

 Aggregate Amount Beneficially Owned by Each Reporting Person

 4,490,966

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 3.50%⁽¹⁾

 Type of Reporting Person (See Instructions)

 OO

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF VI Co-Invest 1 GP, Ltd.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Cayman Islands

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 1,571,838

 Sole Dispositive Power

 0

 Shared Dispositive Power

 1,571,838

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,571,838

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 1.22%⁽¹⁾

 Type of Reporting Person (See Instructions)

 OO

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEPF Management, L.P.

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 45,358,762

 Sole Dispositive Power

 0

 Shared Dispositive Power

 45,358,762

 Aggregate Amount Beneficially Owned by Each Reporting Person

 45,358,762

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 35.31%⁽¹⁾

 Type of Reporting Person (See Instructions)

 PN

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 VEP Group, LLC

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 Delaware

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 45,358,762

 Sole Dispositive Power

 0

 Shared Dispositive Power

 45,358,762

 Aggregate Amount Beneficially Owned by Each Reporting Person

 45,358,762

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 35.31%⁽¹⁾

 Type of Reporting Person (See Instructions)

 OO

Calculated based on 128,444,986 shares of Common Stock outstanding as of October 29, 2024, as reported on the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024.

 Names of Reporting Persons

 Robert F. Smith

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

 (a) ☐  (b) ☐

 SEC Use Only

 Citizenship or Place of Organization

 United States of America

Number of

Shares  Beneficially 

Owned By

Each

Reporting

Person

With

 Sole Voting Power

 0

 Shared Voting Power

 45,358,762

 Sole Dispositive Power

 0

 Shared Dispositive Power

 45,358,762

 Aggregate Amount Beneficially Owned by Each Reporting Person

 45,358,762

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

 ☐

 Percent of Class Represented By Amount in Row (9)

 35.31%⁽¹⁾

 Type of Reporting Person (See Instructions)

 IN

100 Washington Ave S, Suite 1100

Minneapolis, Minnesota 55401

This statement on Schedule 13G (this “Statement”) is being jointly filed by each of the following persons pursuant to Rule 13d-1(k) promulgated by the Commission pursuant to Section 13 of the Act:

(i)   Vista Equity Partners Fund VI, L.P. (“VEPF VI”);

(ii)   Vista Equity Partners Fund VI-A, L.P. (“VEPF VI-A”);

(iii)    VEPF VI FAF, L.P. (“VEPF FAF”);

(iv)  Vista Co-Invest Fund 2017-1, L.P. (“Vista Co-Invest”);

(v)    VEPF VI Co-Invest 1, L.P. (“VEPF Co-Invest” and collectively with VEPF VI, VEPF VI-A, VEPF FAF and Vista Co-Invest, the “Vista Funds”);

(vi)  Vista Equity Partners Fund VI GP, L.P. (“Fund VI GP”);

(vii)   Vista Co-Invest Fund 2017-1 GP, L.P. (“Vista Co-Invest GP”);

(viii)   VEPF VI Co-Invest 1 GP, L.P. (“VEPF Co-Invest GP”);

(ix)  VEPF VI GP, Ltd. (“Fund VI UGP”);

(x)    Vista Co-Invest Fund 2017-1 GP, Ltd. (“Vista Co-Invest UGP”);

(xi)  VEPF VI Co-Invest 1 GP, Ltd. (“VEPF Co-Invest UGP”);

(xii)   VEPF Management, L.P. (the “Management Company”);

(xiii)   VEP Group, LLC (“VEP Group” and collectively with the Vista Funds, Fund VI GP, Vista Co-Invest GP, VEPF Co-Invest GP, Fund VI UGP, Vista Co-Invest UGP, VEPF Co-Invest UGP and the Management Company, the “Vista Entities”); and

(xiv)  Robert F. Smith (collectively with the Vista Entities, the “Reporting Persons”).

The principal business address of each of the Vista Entities is:

4 Embarcadero Center, 20th Fl.

San Francisco, California 94111

The principal business address of Mr. Smith is:

c/o Vista Equity Partners

401 Congress Drive, Suite 3100

Austin, Texas 78701

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):

Not Applicable.

(a)   Amount beneficially owned:

See response to Item 9 on each cover page.

(b)  Percent of Class:

See response to Item 11 on each cover page.

(c)   Number of shares as to which the Reporting Person has:

(i) Sole power to vote or to direct the vote:

See responses to Item 5 on each cover page.

(ii)  Shared power to vote or to direct the vote:

See responses to Item 6 on each cover page.

(iii)  Sole power to dispose or to direct the disposition of:

See responses to Item 7 on each cover page.

(iv) Shared power to dispose or to direct the disposition of:

See responses to Item 8 on each cover page.

The reported securities are held directly by the Vista Funds. Fund VI GP is the sole general partner of each of VEPF VI, VEPF VI-A and VEPF FAF. Fund VI GP’s sole general partner is Fund VI UGP. Vista Co-Invest GP is the sole general partner of Vista Co-Invest. Vista Co-Invest GP’s sole general partner is Vista Co-Invest UGP. VEPF Co-Invest GP is the sole general partner of VEPF Co-Invest. VEPF Co-Invest GP’s sole general partner is VEPF Co-Invest UGP. Robert F. Smith is the Sole Director and one of the 11 members of each of Fund VI UGP, Vista Co-Invest UGP and VEPF Co-Invest UGP. the Management Company is the sole management company of each of the Vista Funds. The Management Company’s sole general partner is VEP Group. Robert F. Smith is the sole Managing Member of VEP Group. Consequently, Mr. Smith, Fund VI GP, Fund VI UGP, the Management Company and VEP Group may be deemed the beneficial owners of the shares held by the Vista Funds.

The filing of this Statement shall not be construed as an admission that the Reporting Persons are, for the purpose of Section 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this Statement.

Joint Filing Agreement, dated as of February 9, 2022, incorporated herein by reference to Exhibit A of the statement on Schedule 13G filed by the Reporting Persons on February 9, 2022.