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Gloo Holdings (GLOO) CEO Scott Beck reports 49.03% ownership

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Gloo Holdings’ President and Chief Executive Officer Scott Beck filed a Schedule 13D reporting beneficial ownership of 34,164,737 shares of common stock, representing 49.03% of the company’s outstanding common stock. The percentages are based on 37,034,292 Class A shares outstanding and 32,618,097 Class B shares held by Beck as of July 16, 2026.

Beck purchased 1,076,923 Class A shares in the company’s underwritten public offering at $3.25 per share, on the same terms as other purchasers; the offering closed July 10, 2026. He entered into a 90‑day Lock‑Up Agreement after July 8, 2026, restricting dispositions of Class A and Class B common stock and related convertible or exchangeable securities, subject to underwriter waiver. Beck, his spouse and Pearl Street Trust are also party to put option and guaranty agreements under which they may be required jointly and severally to purchase Gloo Holdings, LLC Series A preferred units at $6.00–$9.00 per unit (or $18.00–$27.00 post a 3‑for‑1 reverse stock split) during specified periods.

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Beneficial ownership 34,164,737 shares Aggregate common shares beneficially owned by Scott Beck as of this Schedule 13D
Ownership percentage 49.03% Portion of Gloo’s outstanding common stock beneficially owned by Scott Beck
Class A shares outstanding 37,034,292 shares Class A common stock outstanding as of July 16, 2026
Class B shares held 32,618,097 shares Class B common stock held by Scott Beck as of July 16, 2026
Offering purchase 1,076,923 shares at $3.25 Class A shares bought by Beck in the underwritten public offering
Lock-up period 90 days Restriction on dispositions after July 8, 2026 under Lock-Up Agreement
Put price range (pre-split) $6.00–$9.00 per unit Price range for Series A preferred units under certain put option agreements
Put price range (post-split) $18.00–$27.00 per unit Adjusted prices after 3-for-1 reverse stock split for those put options
beneficially owns financial
"As of the date of this Schedule, the Reporting Person beneficially owns an aggregate of 34,164,737 shares"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
Lock-Up Agreement regulatory
"the Reporting Person executed and delivered ... a Lock-Up Agreement pursuant to which, subject to certain exceptions"
A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.
put option agreement financial
"entered into a put option agreement with the sellers, pursuant to which Pearl Street Trust, the Reporting Person and his spouse"
A put option agreement is a contract that gives its holder the right to sell a specified number of shares at an agreed price within a set period. Think of it like an insurance policy that guarantees you can offload stock at a known price if the market falls; for investors it provides downside protection but can also create obligations for the counterparty (often the company) to buy back shares, which can affect cash flows and ownership stakes.
Series A preferred units financial
"agreed to purchase on demand from the sellers their Gloo Holdings, LLC Series A preferred units at a price"
Series A preferred units are a first institutional round of special ownership stakes typically issued by privately held companies structured as LLCs or partnerships. They act like a ‘first-class’ ticket: holders get priority on profit distributions and on getting their money back if the company is sold or liquidated, and they often carry conversion or voting features that affect control and dilution. Investors care because these rights change how and when they get paid and how much influence they have over future value.
3 for 1 reverse stock split financial
"or $18.00 to $27.00 on a post-reorganization basis as a result of the Company's 3 for 1 reverse stock split"
guaranty agreements financial
"also entered into guaranty agreements with the relevant counterparties pursuant to which the Reporting Person"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How much of Gloo Holdings (GLOO) stock does Scott Beck report owning in this Schedule 13D?

Scott Beck reports beneficial ownership of 34,164,737 shares of Gloo common stock, representing 49.03% of the company’s outstanding common stock. This percentage is based on 37,034,292 Class A shares outstanding and 32,618,097 Class B shares he holds as of July 16, 2026.

What shares did Scott Beck buy in Gloo Holdings’ July 2026 public offering and at what price?

Scott Beck purchased 1,076,923 shares of Gloo’s Class A common stock in the underwritten public offering at a public offering price of $3.25 per share. The purchase was on the same terms as other purchasers, and the offering closed on July 10, 2026.

How is Scott Beck’s GLOO ownership structured across Class A and Class B and various entities?

Scott Beck’s beneficial ownership includes personal holdings, options and interests held through Pearl Street Trust, Bowanabee Foundation, The Scott A. Beck 2025 Irrevocable Trust and The Theresa Beck 2020 Irrevocable Trust, covering both Class A and Class B shares and options exercisable within 60 days.

What does the 90-day Lock-Up Agreement mean for Scott Beck’s ability to sell GLOO shares?

Under a Lock‑Up Agreement dated June 30, 2026, Scott Beck agreed for 90 days after July 8, 2026 not to offer, sell or otherwise dispose of Class A or Class B common stock, or securities convertible into or exchangeable for them, unless the underwriting representatives waive these restrictions.

What are the key terms of the put option agreements tied to Gloo Holdings LLC preferred units?

In connection with acquisitions and preferred unit issuances, Beck, his spouse and Pearl Street Trust agreed to purchase on demand Series A preferred units at $6.00–$9.00 per unit (or $18.00–$27.00 post 3‑for‑1 reverse split), during specified periods, from certain sellers and institutional investors.





379598105

(CUSIP Number)
Jared Warner
831 Pearl Street,
Boulder, CO, 80302
(303) 381-2645

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
07/09/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on 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).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D


Scott Beck
Signature:/s/ Scott Beck
Name/Title:Scott Beck / President and Chief Executive Officer
Date:07/16/2026