Director Slta Iv (Gp), L.L.C. was granted 21,873 shares (SEC Form 4)
$U
Computer Software: Prepackaged Software
Technology
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Unity Software Inc. [ U ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/11/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 06/11/2025 | A(1) | 21,873 | A | $0 | 64,670 | I | See footnote(2) | ||
| Common Stock | 19,943,044 | I | Held through Silver Lake Partners IV, L.P.(3)(8) | |||||||
| Common Stock | 14,422,668 | I | Held through SLP Union Aggregator, L.P.(4)(8) | |||||||
| Common Stock | 369,692 | I | Held through Silver Lake Technology Investors IV (Delaware II), L.P.(5)(8) | |||||||
| Common Stock | 139,874 | D(6) | ||||||||
| Common Stock | 4,818 | I | See footnote(7) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Represents restricted stock units granted to Egon Durban, a director of Unity Software Inc. (the "Issuer") and Co-CEO and a Managing Partner of Silver Lake Group, L.L.C. ("SLG") and James Whitehurst, a director of the Issuer and a Managing Director of SLG. The shares subject to these awards vest in full on the earlier of (i) the first anniversary of the date of grant and (ii) the date of the Issuer's next annual meeting of stockholders, subject to the director's continued service through such date. |
| 2. These securities are held by Mr. Durban and Mr. Whitehurst for the benefit of Silver Lake Technology Management, L.L.C., certain of its affiliates, and certain of the funds they manage ("Silver Lake"). Pursuant to Mr. Durban's and Mr. Whitehurst's arrangement with Silver Lake with respect to director compensation, upon the sale of these securities, the proceeds from such sale(s) are expected to be remitted to Silver Lake and/or its limited partners. Mr. Durban, through his role at Silver Lake and its affiliates, may be deemed to have an indirect interest in the securities reported herein. |
| 3. These securities are directly owned by Silver Lake Partners IV, L.P. ("SLP IV"). |
| 4. These securities are directly owned by SLP Union Aggregator, L.P. ("SLP Union"), the general partner of which is SLP Union GP, L.L.C. ("SLP Union GP"). |
| 5. These securities are directly owned by Silver Lake Technology Investors IV (Delaware II), L.P. ("SLTI IV"). |
| 6. Represents shares of Common Stock held by Mr. Durban. |
| 7. Represents shares of Common Stock beneficially owned indirectly by Mr. Durban through a trust for the benefit of certain family members. |
| 8. Silver Lake Technology Associates IV, L.P. ("SLTA IV") is the general partner of SLP IV and SLTI IV and the managing member of SLP Union GP. The general partner of SLTA IV is SLTA IV (GP), L.L.C. ("SLTA IV GP"), the managing member of which is SLG. Mr. Durban serves as a director of the Issuer and Co-CEO and a Managing Member of SLG. Mr. Whitehurst serves as a director of the Issuer and a Managing Director of SLG. Each of SLP IV, SLTI IV, SLP Union, SLP Union GP, SLTA IV, SLTA IV GP and SLG may be deemed to be a director by deputization of the Issuer. |
| Remarks: |
| Exhibit List, Exhibit 24 Power of Attorney granted by Egon Durban dated June 2, 2025. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P., general partner of Silver Lake Partners IV, L.P. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., GP of Silver Lake Technology Associates IV, L.P., GP of Silver Lake Technology Investors IV (Delaware II), L.P. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., GP of Silver Lake Technology Associates IV, L.P., managing member of SLP Union GP, L.L.C., GP of SLP Union Aggregator, L.P. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Managing Director and CLO of Silver Lake Group, L.L.C., managing member of SLTA IV (GP), L.L.C., general partner of Silver Lake Technology Associates IV, L.P., managing member of SLP Union GP, L.L.C. | 06/13/2025 | |
| By: /s/ Justin G. Hamill, Attorney-in-fact for Egon Durban | 06/13/2025 | |
| ** Signature of Reporting Person | Date | |
| 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||