SEC Form SC 13G/A filed by DoubleVerify Holdings Inc. (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b),
(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. 1)*
DoubleVerify Holdings, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
25862V105
(CUSIP Number)
December 31, 2022
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) |
| ¨ | Rule 13d-1(c) |
| x | 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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 25862V105 | Page 2 of 7 |
| 1. |
Name of Reporting Persons
Blumberg Capital II, L.P. | ||
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) | ||
| 3. | SEC USE ONLY
| ||
| 4. |
Citizenship or Place of Organization
Delaware | ||
|
Number of Shares Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
0 | |
| 6. |
Shared Voting Power
3,333,325 (2) | ||
| 7. |
Sole Dispositive Power
0 | ||
| 8. |
Shared Dispositive Power
3,333,325 (2) | ||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,333,325 (2) | ||
| 10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| ||
| 11. |
Percent of Class Represented by Amount in Row (11)
2.0% (3) | ||
| 12. |
Type of Reporting Person (See Instructions)
PN | ||
(1) This Schedule 13G is filed by Blumberg Capital II, L.P. (“BC II”), Blumberg Capital Management II, L.L.C. (“BCM II”) and David J. Blumberg (“Blumberg” and, together with BC II and BCM II, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares are held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.
(3) The beneficial ownership percentage is based on a total of 164,875,087 shares of Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 8, 2022.
| CUSIP No. 25862V105 | Page 3 of 7 |
| 1. |
Name of Reporting Persons
Blumberg Capital Management II, L.L.C. | ||
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) | ||
| 3. | SEC USE ONLY
| ||
| 4. |
Citizenship or Place of Organization
Delaware | ||
|
Number of Shares Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
0 | |
| 6. |
Shared Voting Power
3,333,325 (2) | ||
| 7. |
Sole Dispositive Power
0 | ||
| 8. |
Shared Dispositive Power
3,333,325 (2) | ||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,333,325 (2) | ||
| 10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| ||
| 11. |
Percent of Class Represented by Amount in Row (11)
2.0% (3) | ||
| 12. |
Type of Reporting Person (See Instructions)
OO | ||
(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares are held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.
(3) The beneficial ownership percentage is based on a total of 164,875,087 shares of Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 8, 2022.
| CUSIP No. 25862V105 | Page 4 of 7 |
| 1. |
Name of Reporting Persons
David J. Blumberg | ||
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) | ||
| 3. | SEC USE ONLY
| ||
| 4. |
Citizenship or Place of Organization
United States of America | ||
|
Number of Shares Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
1,850,470 | |
| 6. |
Shared Voting Power
3,333,325 (2) | ||
| 7. |
Sole Dispositive Power
1,850,470 | ||
| 8. |
Shared Dispositive Power
3,333,325 (2) | ||
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
5,183,795 (2) | ||
| 10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
| ||
| 11. |
Percent of Class Represented by Amount in Row (11)
3.1% (3) | ||
| 12. |
Type of Reporting Person (See Instructions)
IN | ||
(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) Includes 3,333,325 shares held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.
(3) The beneficial ownership percentage is based on a total of 164,875,087 shares of Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 8, 2022.
| CUSIP No. 25862V105 | Page 5 of 7 |
Introductory Note: This statement on Schedule 13G is being filed by the Reporting Persons in respect of common stock of DoubleVerify Holdings, Inc. (the “Issuer”).
| Item 1(a) | Name of Issuer |
DoubleVerify Holdings, Inc.
| Item 1(b) | Address of Issuer's Principal Executive Offices |
233 Spring Street
New York, NY, 10013
| Item 2(a) | Name of Person Filing |
Blumberg Capital II, L.P. (“BC II”)
Blumberg Capital Management II, L.L.C. (“BCM II”)
David J. Blumberg (“Blumberg”)
| Item 2(b) | Address of Principal Business Office or, if none, Residence |
432 Bryant Street
San Francisco, CA 94107
| Item 2(c) | Citizenship |
| BC II | - | Delaware |
| BCM II | - | Delaware |
| Blumberg | United States of America |
| Item 2(d) | Title of Class of Securities |
Common Stock
| Item 2(e) | CUSIP Number |
25862V105
| Item 3 | Not applicable. |
| Item 4 | Ownership |
The following beneficial ownership information is presented as of December 31, 2022:
| Reporting Persons | Common Stock Held Directly (1) | Sole Voting Power | Sole Dispositive Power | Shared Voting Power | Shared Dispositive Power | Beneficial Ownership | Percentage of Class (3) | |||||||||||||||||||||
| BC II | 3,333,325 | 0 | 0 | 3,333,325 | 3,333,325 | 3,333,325 | 2.0 | % | ||||||||||||||||||||
| BCM II (2) | 0 | 0 | 0 | 3,333,325 | 3,333,325 | 3,333,325 | 2.0 | % | ||||||||||||||||||||
| Blumberg (2) | 1,850,470 | 1,850,470 | 1,850,470 | 3,333,325 | 3,333,325 | 5,183,795 | 3.1 | % | ||||||||||||||||||||
____
(1) Represents the number of shares held directly as of December 31, 2022.
(2) BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.
(3) The beneficial ownership percentage is based on a total of 164,875,087 shares of Common Stock outstanding as of October 31, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 8, 2022.
| Item 5 | Ownership of Five Percent or Less of a Class |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
| Item 6 | Ownership of More than Five Percent of Another Person |
Not applicable.
| CUSIP No. 25862V105 | Page 6 of 7 |
| Item 7 | Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company |
Not applicable.
| Item 8 | Identification and Classification of Members of the Group |
Not applicable.
| Item 9 | Notice of Dissolution of Group |
Not applicable.
| Item 10 | Certification |
Not applicable.
| CUSIP No. 25862V105 | Page 7 of 7 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
| February 14, 2023 | Blumberg Capital II, L.P. | |
| BY: Blumberg Capital Management II, L.L.C. | ||
| ITS: General Partner | ||
| By: | /s/ David J. Blumberg | |
| David J. Blumberg | ||
| Managing Member | ||
| Blumberg Capital Management II, L.L.C. | ||
| By: | /s/ David J. Blumberg | |
| David J. Blumberg | ||
| Managing Member | ||
| /s/ David J. Blumberg | ||
| DAVID J. BLUMBERG | ||