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Vista funds exit Jamf (JAMF) as 45.4M shares cashed out in $13.05 merger

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Vista-affiliated investment funds reported the completion of a cash merger involving Jamf Holding Corp. (JAMF). At the effective time of the merger with Jawbreaker Parent, Inc., each Jamf common share held by the reporting Vista funds was cancelled and converted into the right to receive $13.05 per share in cash.

The Form 4 shows that 45,358,762 shares of Jamf common stock indirectly held through Vista funds were converted in this transaction, leaving zero shares beneficially owned after the merger. Jamf now survives as a wholly owned subsidiary of Jawbreaker Parent, reflecting the company’s move from public to private ownership under this buyout structure.

Positive

  • None.

Negative

  • None.
Insider VEP Group, LLC, Vista Equity Partners Fund VI, L.P., Vista Equity Partners Fund VI-A, L.P., VEPF VI FAF, L.P., VEPF VI GP. Ltd., Vista Equity Partners Fund VI GP, L.P., Vista Co-Invest Fund 2017-1, L.P., VISTA CO INVEST FUND 2017 1 GP, L.P., VISTA CO INVEST FUND 2017 1 GP, LTD., VEPF VI Co-Invest 1, L.P.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
Other Common stock, $0.001 par value 45,358,762 $13.05 $591.93M
Holdings After Transaction: Common stock, $0.001 par value — 0 shares (Indirect, See Footnotes)
Footnotes (1)
  1. Pursuant to the Agreement and Plan of Merger, dated as of October 28, 2025, by and among the Issuer, Jawbreaker Parent, Inc. ("Parent") and Jawbreaker Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting persons immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $13.05 per share in cash, without interest thereon. Consisted of (a) 24,312,715 shares held directly by Vista Equity Partners Fund VI, L.P. ("VEPF VI"), (b) 14,687,388 shares held directly by Vista Equity Partners Fund VI-A, L.P. ("VEPF VI-A"), (c) 295,855 shares held directly by VEPF VI FAF, L.P. ("VEPF FAF"), (d) 4,490,966 shares held directly by Vista Co-Invest Fund 2017-1, L.P. ("Vista Co-Invest") and (e) 1,571,838 shares held directly by VEPF VI Co-Invest 1, L.P. ("VEPF Co-Invest") (collectively, the "Vista Funds"). Vista Equity Partners Fund VI GP, L.P. ("Fund VI GP") is the sole general partner of each of VEPF VI, VEPF VI-A and VEPF FAF. Fund VI GP's sole general partner is VEPF VI GP, Ltd. ("Fund VI UGP"). Vista Co-Invest Fund 2017-1 GP, L.P. ("Vista Co-Invest GP") is the sole general partner of Vista Co-Invest. Vista Co-Invest GP's sole general partner is Vista Co-Invest Fund 2017-1 GP, Ltd. ("Vista Co-Invest UGP"). VEPF VI Co-Invest 1 GP, L.P. ("VEPF Co-Invest GP") is the sole general partner of VEPF Co-Invest. VEPF Co-Invest GP's sole general partner is VEPF VI Co-Invest 1 GP, Ltd. ("VEPF Co-Invest UGP"). Robert F. Smith is the Sole Director and one of the 11 members of each of Fund VI UGP, Vista Co-Invest UGP and VEPF Co-Invest UGP. VEPF Management, L.P. (the "Management Company"), is the sole management company of each of the Vista Funds. The Management Company's sole general partner is VEP Group, LLC ("VEP Group"). Robert F. Smith is the sole Managing Member of VEP Group. Consequently, Mr. Smith, Fund VI GP, Fund VI UGP, the Management Company and VEP Group may be deemed the beneficial owners of the shares held by the Vista Funds. Each of the Vista Funds, Fund VI GP, Fund VI UGP, Vista Co-Invest UGP, VEPF Co-Invest UGP, the Management Company, VEP Group and Mr. Smith expressly disclaim beneficial ownership of any shares not held directly, except to the extent of its or his pecuniary interest.
Form 4 Insider Transactions: What Each Field Means →
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*
VEP Group, LLC
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Jamf Holding Corp. [ JAMF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026
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
Common stock, $0.001 par value 01/30/2026 J(1) 45,358,762 D $13.05 0 I See Footnotes(2)(3)
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*
VEP Group, LLC
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Vista Equity Partners Fund VI, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Vista Equity Partners Fund VI-A, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VEPF VI FAF, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VEPF VI GP. Ltd.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Vista Equity Partners Fund VI GP, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Vista Co-Invest Fund 2017-1, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VISTA CO INVEST FUND 2017 1 GP, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VISTA CO INVEST FUND 2017 1 GP, LTD.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
VEPF VI Co-Invest 1, L.P.
(Last) (First) (Middle)
C/O VISTA EQUITY PARTNERS
4 EMBARCADERO CENTER, 20TH FL.
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated as of October 28, 2025, by and among the Issuer, Jawbreaker Parent, Inc. ("Parent") and Jawbreaker Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting persons immediately prior to the Effective Time was automatically cancelled, extinguished and converted into the right to receive $13.05 per share in cash, without interest thereon.
2. Consisted of (a) 24,312,715 shares held directly by Vista Equity Partners Fund VI, L.P. ("VEPF VI"), (b) 14,687,388 shares held directly by Vista Equity Partners Fund VI-A, L.P. ("VEPF VI-A"), (c) 295,855 shares held directly by VEPF VI FAF, L.P. ("VEPF FAF"), (d) 4,490,966 shares held directly by Vista Co-Invest Fund 2017-1, L.P. ("Vista Co-Invest") and (e) 1,571,838 shares held directly by VEPF VI Co-Invest 1, L.P. ("VEPF Co-Invest") (collectively, the "Vista Funds"). Vista Equity Partners Fund VI GP, L.P. ("Fund VI GP") is the sole general partner of each of VEPF VI, VEPF VI-A and VEPF FAF. Fund VI GP's sole general partner is VEPF VI GP, Ltd. ("Fund VI UGP"). Vista Co-Invest Fund 2017-1 GP, L.P. ("Vista Co-Invest GP") is the sole general partner of Vista Co-Invest. Vista Co-Invest GP's sole general partner is Vista Co-Invest Fund 2017-1 GP, Ltd. ("Vista Co-Invest UGP"). VEPF VI Co-Invest 1 GP, L.P. ("VEPF Co-Invest GP") is the sole general partner of VEPF Co-Invest.
3. VEPF Co-Invest GP's sole general partner is VEPF VI Co-Invest 1 GP, Ltd. ("VEPF Co-Invest UGP"). Robert F. Smith is the Sole Director and one of the 11 members of each of Fund VI UGP, Vista Co-Invest UGP and VEPF Co-Invest UGP. VEPF Management, L.P. (the "Management Company"), is the sole management company of each of the Vista Funds. The Management Company's sole general partner is VEP Group, LLC ("VEP Group"). Robert F. Smith is the sole Managing Member of VEP Group. Consequently, Mr. Smith, Fund VI GP, Fund VI UGP, the Management Company and VEP Group may be deemed the beneficial owners of the shares held by the Vista Funds. Each of the Vista Funds, Fund VI GP, Fund VI UGP, Vista Co-Invest UGP, VEPF Co-Invest UGP, the Management Company, VEP Group and Mr. Smith expressly disclaim beneficial ownership of any shares not held directly, except to the extent of its or his pecuniary interest.
Remarks:
This report is filed as form 1 of 2 to report related transactions for the following filers: Vista Equity Partners Fund VI, L.P., Vista Equity Partners Fund VI-A, L.P., VEPF VI FAF, L.P., Vista Equity Partners VI GP, L.P., VEPF VI GP, Ltd., Vista Co-Invest Fund 2017-1, L.P, Vista Co-Invest Fund 2017-1 GP, L.P., Vista Co-Invest Fund 2017-1 GP, Ltd., VEPF VI Co-Invest 1, L.P., VEPF VI Co-Invest 1 GP, L.P., VEPF VI Co-Invest 1 GP, Ltd., VEPF Management, L.P., VEP Group, LLC and Robert F. Smith.
/s/ Robert F. Smith, Director of the General Partner of the General Partner of Vista Equity Partners Fund VI, L.P 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of the General Partner of Vista Equity Partners Fund VI-A, L.P. 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of the General Partner of VEPF VI FAF, L.P. 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of the General Partner of Vista Co-Invest Fund 2017-1, L.P. 02/03/2026
/s/ Robert F. Smith, Director of VEPF VI GP, Ltd. 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of Vista Equity Partners Fund VI GP, L.P. 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of Vista Co-Invest Fund 2017-1 GP, L.P. 02/03/2026
/s/ Robert F. Smith, Director of Vista Co-Invest Fund 2017-1 GP, Ltd. 02/03/2026
/s/ Robert F. Smith, Director of the General Partner of the General Partner of VEPF VI Co-Invest 1, L.P. 02/03/2026
/s/ Robert F. Smith, Managing Member of VEP Group, LLC 02/03/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many Jamf (JAMF) shares were affected in the Vista Form 4 filing?

The filing reports that 45,358,762 Jamf common shares indirectly held through Vista funds were converted in the merger. After this transaction, the reporting Vista entities show zero Jamf shares beneficially owned, indicating a full exit tied to the acquisition closing.

What price per share did Vista funds receive for Jamf (JAMF) in the merger?

Each Jamf common share held by the Vista funds was converted into the right to receive $13.05 per share in cash. This fixed cash consideration was paid without interest as part of the completed merger with Jawbreaker Parent, Inc., taking Jamf private.

What corporate event triggered this Jamf (JAMF) Form 4 filing?

The filing was triggered by the closing of a merger where Jawbreaker Merger Sub, Inc. merged into Jamf Holding Corp. Jamf survived as a wholly owned subsidiary of Jawbreaker Parent, Inc., and Vista funds’ Jamf shares were cancelled for cash consideration of $13.05 per share.

Do Vista-affiliated entities still beneficially own Jamf (JAMF) shares after this transaction?

No. The Form 4 shows zero Jamf shares beneficially owned by the reporting Vista entities following the merger. Their previously held 45,358,762 shares were cancelled and converted into cash, reflecting their exit from Jamf equity when the buyout transaction closed.

Who are the main entities involved with Vista in this Jamf (JAMF) filing?

The filing lists multiple Vista funds, including Vista Equity Partners Fund VI vehicles and Vista Co-Invest funds, plus related general partners and VEP Group, LLC. These entities collectively held Jamf shares that were cashed out in the merger at $13.05 per share.