SEC Form SC 13G/A filed by WalkMe Ltd. (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.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Scale Venture Partners IV, 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

  9,429,021 (1)

  Shared Voting Power

  0

  Sole Dispositive Power

  9,429,021 (1)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (1)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  PN

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Scale Venture Management 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

  9,429,021 (1)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  9,429,021 (1)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (1)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  PN

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Scale Venture Management IV, LLC

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

  (a)        (b)  

  SEC USE ONLY

  Citizenship or Place of Organization

  California

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

  Sole Voting Power

  9,429,021 (1)

  Shared Voting Power

  0

  Sole Dispositive Power

  9,429,021 (1)

  Shared Dispositive Power

  0

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (1)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  CO

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Rory O’Driscoll

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

  (a)        (b)  

  SEC USE ONLY

  Citizenship or Place of Organization

  US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

  Sole Voting Power

  0

  Shared Voting Power

  9,429,021 (3)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  9,429,021 (3)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (3)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  IN

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Stacey Bishop

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

  (a)        (b)  

  SEC USE ONLY

  Citizenship or Place of Organization

  US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

  Sole Voting Power

  0

  Shared Voting Power

  9,429,021 (3)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  9,429,021 (3)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (3)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  IN

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

  Name of Reporting Persons

  I.R.S. Identification No(s). of above person(s) (entities only)

  Andrew Vitus

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

  (a)        (b)  

  SEC USE ONLY

  Citizenship or Place of Organization

  US

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

  Sole Voting Power

  0

  Shared Voting Power

  9,429,021 (3)

  Sole Dispositive Power

  0

  Shared Dispositive Power

  9,429,021 (3)

  Aggregate Amount Beneficially Owned by Each Reporting Person

  9,429,021 (3)

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

  Percent of Class Represented by Amount in Row (9)

  11.40% (2)

  Type of Reporting Person (See Instructions)

  IN

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

(a)   Name of Issuer

WalkMe Ltd.

(b)   Address of Issuer’s Principal Executive Offices

1 Walter Moses Street

Tel Aviv, 6789903, Israel

(a)   Name of Person Filing

Scale Venture Partners IV, LP; Scale Venture Management IV, LLC; Scale Venture Management IV, LP; Rory O’ Driscoll; Stacey Bishop and Andrew Vitus

(b)   Address of Principal Business Office or, if none, Residence

Scale Venture Partners IV, LP: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Scale Venture Management IV, LP: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Scale Venture Management IV, LLC: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Rory O’Driscoll:      950 Tower Lane, Suite 1150, Foster City, CA 94404

Stacey Bishop:         950 Tower Lane, Suite 1150, Foster City, CA 94404

Andrew Vitus:         950 Tower Lane, Suite 1150, Foster City, CA 94404

(c)   Citizenship

Scale Venture Partners IV, LP, Scale Venture Management IV, LLC and Scale Venture Management IV, LP are organized in Delaware. Each of Rory O’Driscoll, Stacey Bishop and Andrew Vitus are US citizens.

(d)   Title of Class of Securities

Ordinary Shares

(e)   CUSIP Number

M97628107

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

Rory O’Driscoll

(b)

Percent of Class:

Scale Venture Partners IV, LP

Scale Venture Management IV, LP

Scale Venture Management IV, LLC

Rory O’Driscoll

Stacey Bishop

Andrew Vitus

(c)

Number of shares as to which the person has:

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

Scale Venture Partners IV, LP

Scale Venture Management IV, LP

Scale Venture Management IV, LLC

Rory O’Driscoll

Stacey Bishop

Andrew Vitus

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

Scale Venture Partners IV, LP

Scale Venture Management IV, LP

Scale Venture Management IV, LLC

Rory O’Driscoll

Stacey Bishop

Andrew Vitus

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

Scale Venture Partners IV, LP

Scale Venture Management IV, LP

Scale Venture Management IV, LLC

Rory O’Driscoll

Stacey Bishop

Andrew Vitus

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

Scale Venture Partners IV, LP

Scale Venture Management IV, LP

Scale Venture Management IV, LLC

Rory O’Driscoll

Stacey Bishop

Andrew Vitus

Based on 82,652,098 Ordinary Shares after the completion of the Issuer’s initial public offering, as reported in the Final Prospectus on Form 424B4 filed with the Securities and Exchange Commission on June 16, 2021.

Represents Ordinary Shares held on December 31, 2021 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held

Ownership of 5 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 a Group

Certification

SCALE VENTURE MANAGEMENT IV, L.P.