SEC Form SC 13G/A filed by UserTesting Inc. (Amendment)

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 the disclosures provided in a prior cover page.

  Names of Reporting Persons

  StepStone Group LP

  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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Global Partners VII-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

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Global Partners VII-C, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC General Partner VII, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Opportunities III, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Opportunities General Partner III, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

  Names of Reporting Persons

  StepStone VC Secondaries Fund III, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Secondaries General Partner III, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Secondaries Fund IV, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone VC Secondaries General Partner IV, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Beneficial ownership percentage is based on an aggregate total of 145,333,328 shares of the Issuer’s Common Stock outstanding as of October 31, 2022, as reported by the Issuer in its Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on December 6, 2022.

  Names of Reporting Persons

  StepStone IL Special II, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

  Names of Reporting Persons

  StepStone VC IL GP II, 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

  0*

  Sole Dispositive Power

  0

  Shared Dispositive Power

  0*

  Aggregate Amount Beneficially Owned by Each Reporting Person

  0*

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

  ☐

  Percent of Class Represented by Amount in Row (9)

  0%*

  Type of Reporting Person (See Instructions)

  PN

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Persons Filing:

StepStone Group LP (“StepStone”);

StepStone VC Global Partners, VII-A, L.P. (“Global Partners VII-A”);

StepStone VC Global Partners VII-C, L.P. (“Global Partners VII-C”)

StepStone VC General Partner VII, L.P. (“Partners VII GP”);

StepStone VC Opportunities III, L.P. (“Opportunities III”);

StepStone VC Opportunities General Partner III, L.P. (“Opportunities III GP”);

StepStone VC Secondaries Fund III, L.P. (“Secondaries Fund III”);

StepStone VC Secondaries General Partner III, L.P. (“Secondaries III GP”);

StepStone VC Secondaries Fund IV, L.P. (“Secondaries Fund IV”);

StepStone VC Secondaries General Partner IV, L.P. (“Secondaries IV GP”);

StepStone IL Special II, L.P. (“IL Special,” and together with Global Partners VII-A, Global Partners VII-C, Opportunities III, Secondaries Fund III, and Secondaries Fund IV, the “Funds”); and

StepStone VC IL GP II, LLC (“IL Special GP”).

Address of Principal Business Office or, if none, Residence:

Citizenship:

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

Ownership.

Ownership of Five Percent or Less of a Class.

Ownership of More than Five Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.