Lightspeed funds sell Netskope (NTSK) shares after 1.65M-share conversion
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Netskope Inc’s major venture backer Lightspeed Opportunity Fund, L.P. converted 1,650,000 shares of Class B Common Stock into Class A and then sold all of the resulting Class A shares in open-market transactions. The fund sold 1,313,827 Class A shares at a weighted average of $9.19 and a further 336,173 Class A shares at $9.00, leaving it with no Class A shares reported after these sales.
Other affiliated Lightspeed funds continue to hold substantial amounts of Class B Common Stock, which is convertible into Class A on a one-for-one basis and will automatically convert on September 19, 2035 under Netskope’s charter. The reporting entities and their general partners generally disclaim beneficial ownership beyond their pecuniary interests.
Positive
- None.
Negative
- None.
Insights
Lightspeed converted 1.65M Netskope shares and fully disposed of the resulting Class A, while retaining large convertible Class B positions through other funds.
The filing shows Lightspeed Opportunity Fund, L.P. converting 1,650,000 Class B shares into Class A and selling all resulting Class A shares at weighted-average prices near $9. This is a classic convert-and-sell secondary transaction by a financial sponsor rather than an operating insider.
At the same time, affiliated Lightspeed vehicles still hold large blocks of Class B Common Stock, each share convertible into one Class A share and subject to automatic conversion on September 19, 2035. That means significant remaining exposure to Netskope through multiple funds, even though this particular fund exited its reported Class A position.
The net effect in this snapshot is a net sale of 1,650,000 Class A shares, but the true scale relative to Netskope’s total float is not stated here. The timing and pricing of any further conversions or sales will depend on decisions by the various Lightspeed-managed entities and will appear in future regulatory reports if material.
Insider Trade Summary
Net Seller: 1,650,000 shares ($15,099,627)
Net Sell
11 txns
Insider
Lightspeed Venture Partners IX, L.P., Lightspeed General Partner IX, L.P., Lightspeed Ultimate General Partner IX, Ltd., LIGHTSPEED VENTURE PARTNERS XII, L.P., Lightspeed General Partner XII, L.P., Lightspeed Ultimate General Partner XII, Ltd., Lightspeed SPV II, LLC, Lightspeed SPV II-B, LLC, LS SPV Management, LLC
Role
null | null | null | null | null | null | null | null | null
Sold
1,650,000 shs ($15.10M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 336,173 | $9.00 | $3.03M |
| Conversion | Class B Common Stock | 1,650,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 1,650,000 | $0.00 | -- |
| Sale | Class A Common Stock | 1,313,827 | $9.19 | $12.07M |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 0 shares (Indirect, By Lightspeed Opportunity Fund, L.P.);
Class B Common Stock — 2,690,640 shares (Indirect, By Lightspeed Opportunity Fund, L.P.)
Footnotes (1)
- Each share of Class B common stock was converted into one share of Class A Common Stock for no additional consideration. Shares are held by Lightspeed Opportunity Fund, L.P. ("Opportunity"). Lightspeed General Partner Opportunity Fund, L.P. ("LGP Opportunity") is the general partner of Opportunity. Lightspeed Ultimate General Partner Opportunity Fund, Ltd. ("LUGP Opportunity") is the general partner of LGP Opportunity. Each of LGP Opportunity and LUGP Opportunity disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.71 to $9.495 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.785 to $9.44 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Each share of Class B Common Stock is convertible into one share of Class A Common Stock (A) at any time at the option of the holder or (B) automatically on September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation. Shares are held by Lightspeed Venture Partners IX, L.P. ("Lightspeed IX"). Lightspeed General Partner IX, L.P. ("LGP IX") is the general partner of Lightspeed IX. Lightspeed Ultimate General Partner IX, Ltd. ("LUGP IX") is the general partner of LGP IX. Each of LGP IX and LUGP IX disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein. Shares are held by Lightspeed Venture Partners XII, L.P. ("Lightspeed XII"). Lightspeed General Partner XII, L.P. ("LGP XII") is the general partner of Lightspeed XII. Lightspeed Ultimate General Partner XII, Ltd. ("LUGP XII") is the general partner of LGP XII. Each of LGP XII and LUGP XII disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein. Shares are held by Lightspeed SPV II, LLC ("Lightspeed SPV II"). LS SPV Management, LLC ("LS SPV") is the manager of Lightspeed SPV II. LS SPV disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. Shares are held by Lightspeed SPV II-B, LLC ("Lightspeed SPV II-B"). LS SPV is the manager of Lightspeed SPV II-B. LS SPV disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. Shares are held by Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). Lightspeed General Partner Select, L.P. ("LGP Select") is the general partner of Lightspeed Select. Lightspeed Ultimate General Partner Select, Ltd. ("LUGP Select") is the general partner of LGP Select. Each of LGP Select and LUGP Select disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein. Shares are held by Lightspeed Venture Partners Select II, L.P. ("Lightspeed Select II"). Lightspeed General Partner Select II, L.P. ("LGP Select II") is the general partner of Lightspeed Select II. Lightspeed Ultimate General Partner Select II, Ltd. ("LUGP Select II") is the general partner of LGP Select II. Each of LGP Select II and LUGP Select II disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein. Shares are held by LSS Fund II, LLC ("LSS Fund II"). Lightspeed Scout Management, LLC ("Scout Mgmt") is the manager of LSS Fund II. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein.
Key Figures
Total Class A shares sold: 1,650,000 shares
First sale tranche: 1,313,827 shares at $9.19
Second sale tranche: 336,173 shares at $9.00
+4 more
7 metrics
Total Class A shares sold
1,650,000 shares
Open-market sales by Lightspeed Opportunity Fund, L.P.
First sale tranche
1,313,827 shares at $9.19
Weighted-average price for Class A sale
Second sale tranche
336,173 shares at $9.00
Additional Class A sale by Lightspeed Opportunity Fund
Shares converted
1,650,000 shares
Class B Common Stock converted into Class A
Automatic conversion date
September 19, 2035
Class B automatically converts to Class A under charter
Lightspeed IX Class B holding
20,231,286 shares
Class B Common Stock held by Lightspeed Venture Partners IX, L.P.
Lightspeed SPV II Class B holding
15,608,645 shares
Class B Common Stock held by Lightspeed SPV II, LLC
Key Terms
Class B Common Stock, weighted average price, Conversion of derivative security, beneficial ownership, +1 more
5 terms
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of Class A Common Stock."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Conversion of derivative security financial
"transaction_code_description": "Conversion of derivative security""
beneficial ownership financial
"disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of these shares except to the extent of its respective pecuniary interest therein."
FAQ
Who is the seller in the Netskope (NTSK) Form 4 transactions?
The seller is Lightspeed Opportunity Fund, L.P., an investment fund associated with Lightspeed Venture Partners entities. General partner entities are listed, and they generally disclaim beneficial ownership beyond their pecuniary interest, meaning the fund-level entity is the primary actor in these trades.
What is the relationship between Netskope Class A and Class B Common Stock?
Each Netskope Class B Common Stock share is convertible into one Class A share. According to the filing, Class B shares can be converted at any time by holders and will automatically convert into Class A on September 19, 2035, under Netskope’s amended and restated certificate of incorporation.