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[Form 4] E2open Parent Holdings, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Form 4 filing for E2open Parent Holdings, Inc. (ETWO) discloses that investment funds affiliated with Francisco Partners disposed of 38,700,076 Class A common shares on 08/03/2025.

The transaction is coded “J” and footnote 1 confirms it occurred in connection with the closing of the cash-merger between E2open and WiseTech Global Ltd. Under the 05/25/2025 merger agreement, each outstanding E2open share was automatically cancelled and converted into the right to receive $3.30 in cash. Accordingly, the reporting entities’ direct ownership was eliminated; the shares are now referenced as “D” (disposed). Footnote 2 outlines the fund-level ownership structure but states no continuing equity stake.

With this filing, the Francisco Partners vehicles move from “10% Owner” to “Former 10% Owner,” signalling complete exit from ETWO equity following the merger’s consummation. No derivative securities or follow-on positions are reported.

Positive
  • Merger completion confirmed: 38.7 M ETWO shares converted to $3.30, giving shareholders definitive cash value.
  • Insider exit reduces overhang: Francisco Partners no longer holds equity, eliminating potential future block sales.
Negative
  • No continuing strategic ownership: Departure of a former 10% holder may remove a knowledgeable sponsor from the shareholder base.

Insights

TL;DR: Filing confirms WiseTech cash-out; insiders fully exit 38.7 M shares at $3.30.

The J-code transaction evidences legal completion of the WiseTech Global–E2open merger. Francisco Partners’ entire 38.7 M-share stake—previously >10%—is cancelled for cash consideration, leaving zero residual equity. For investors, this removes deal-closure uncertainty and locks the payout price. Given the size of the position (~39 M shares), the filing corroborates that all regulatory and mechanical steps of the merger have been fulfilled.

TL;DR: Large insider stake converted to cash; no ongoing ownership reported.

This Form 4 is primarily procedural but material: 38.7 M shares were converted to $3.30 cash, implying ~$128 M gross proceeds to Francisco Partners and confirming shareholders’ cash-only exit route. The lack of derivative holdings eliminates potential overhang or insider influence on post-deal trading of any surviving securities. Impact is deemed positive because it affirms cash settlement terms and finalises the cap-table transition.

SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
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*
FRANCISCO PARTNERS III (CAYMAN), L.P.

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
E2open Parent Holdings, Inc. [ ETWO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Class A Common Stock 08/03/2025 J(1) 38,700,076 D (1) 0 I See Footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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*
FRANCISCO PARTNERS III (CAYMAN), L.P.

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
FRANCISCO PARTNERS PARALLEL FUND III (CAYMAN), L.P.

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
FRANCISCO PARTNERS GP III (CAYMAN), L.P.

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
FRANCISCO PARTNERS GP III MANAGEMENT (CAYMAN), LTD.

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
1. Name and Address of Reporting Person*
Francisco Partners Management, LP

(Last) (First) (Middle)
ONE LETTERMAN DRIVE
BUILDING C, SUITE 410

(Street)
SAN FRANCISCO CA 94129

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Former 10% Owner
Explanation of Responses:
1. In connection with the consummation of the mergers, as contemplated by the Agreement and Plan of Merger, dated May 25, 2025, between the Issuer, WiseTech Global Limited, Emerald Parent Merger Sub Corp., Emerald Holdings Merger Sub LLC and E2open Holdings, LLC, each issued and outstanding share of Class A Common Stock was automatically cancelled, extinguished and converted into the right to receive cash in an amount equal to $3.30 per share.
2. Francisco Partners GP III (Cayman), L.P. is the general partner of each of Francisco Partners III (Cayman), L.P. and Francisco Partners Parallel Fund III (Cayman), L.P. Francisco Partners GP III Management (Cayman), Ltd. is the general partner of Francisco Partners GP III (Cayman), L.P. Francisco Partners Management, L.P. serves as the investment manager for each of Francisco Partners III (Cayman), L.P. and Francisco Partners Parallel Fund III (Cayman), L.P. Voting and disposition decisions at Francisco Partners Management, L.P. with respect to securities held by Francisco Partners III (Cayman), L.P. and Francisco Partners Parallel Fund III (Cayman), L.P. are made by an investment committee.
Francisco Partners III (Cayman), L.P., By: Francisco Partners GP III (Cayman), L.P., its general partner, By: Francisco Partners GP III Management (Cayman), Ltd., its general partner, By: /s/ Steve Eisner, General Counsel and Chief Compliance Officer 08/05/2025
Francisco Partners Parallel Fund III (Cayman), L.P., By: Francisco Partners GP III (Cayman), L.P., its general partner, By: Francisco Partners GP III Management (Cayman), Ltd., its general partner, By: /s/ Steve Eisner, GC and Chief Compliance Officer 08/05/2025
Francisco Partners GP III (Cayman), L.P., By: Francisco Partners GP III Management (Cayman), Ltd., its general partner, By: /s/ Steve Eisner, General Counsel and Chief Compliance Officer 08/05/2025
Francisco Partners GP III Management (Cayman), Ltd., By: /s/ Steve Eisner, General Counsel and Chief Compliance Officer 08/05/2025
Francisco Partners Management, L.P., By: /s/ Steve Eisner, General Counsel and Chief Compliance Officer 08/05/2025
** 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.

FAQ

What did the Form 4 report for ETWO on 08/03/2025?

It reported the disposal of 38,700,076 Class A shares by Francisco Partners funds in a merger-related transaction.

At what price were E2open (ETWO) shares converted?

Each share was automatically converted into the right to receive $3.30 in cash as per the merger terms.

Who acquired E2open Parent Holdings in the reported merger?

The merger agreement lists WiseTech Global Limited and its affiliates as counterparties.

How many ETWO shares does Francisco Partners own after the transaction?

The filing indicates zero beneficial ownership following the cash-out.

Why is the transaction coded "J" in the Form 4?

Code "J" denotes merger, exchange or other adjustment transactions that are exempt from normal open-market trading codes.
E2Open Parent Holdings Inc

NYSE:ETWO

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ETWO Stock Data

1.03B
252.37M
6.93%
88.93%
1.96%
Software - Application
Services-computer Processing & Data Preparation
Link
United States
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