Sec Form 3 Filing - SMITH BRIAN R @ ALKAMI TECHNOLOGY, INC. - 2021-04-13

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SMITH BRIAN R
2. Issuer Name and Ticker or Trading Symbol
ALKAMI TECHNOLOGY, INC. [ ALKT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O S3 VENTURES, 6300 BRIDGE POINT PKWY, BUILDING 1, SUITE 405
3. Date of Earliest Transaction (MM/DD/YY)
04/13/2021
(Street)
AUSTIN, TX78730
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Series A Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 6,844,621 I See footnote ( 2 )
Series A Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 285,907 D ( 3 )
Series B Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 2,038,544 I See footnote ( 2 )
Series B Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 156,250 D ( 3 )
Series C Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 8,148,463 I See footnote ( 2 )
Series C Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 242,421 D ( 3 )
Series E Preferred Stock ( 6 ) ( 6 ) ( 6 ) Common Stock 1,501,196 I See footnote ( 2 )
Series E Preferred Stock ( 6 ) ( 6 ) ( 6 ) Common Stock 137,215 D ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SMITH BRIAN R
C/O S3 VENTURES, 6300 BRIDGE POINT PKWY
BUILDING 1, SUITE 405
AUSTIN, TX78730
X X
S3 Ventures Fund III, L.P.
6300 BRIDGE POINT PARKWAY
BLDG. 1, SUITE 405
AUSTIN, TX78730
X X
S3 VENTURES GPLP III, L.P.
6300 BRIDGE POINT PARKWAY
BLDG. 1, SUITE 405
AUSTIN, TX78730
X X
S3 VENTURES III, L.L.C.
6300 BRIDGE POINT PARKWAY
BLDG. 1, SUITE 405
AUSTIN, TX78730
X X
Signatures
/s/ Brian R. Smith 04/13/2021
Signature of Reporting Person Date
/s/ Brian R. Smith for S3 Ventures Fund III, L.P. 04/13/2021
Signature of Reporting Person Date
/s/ Brian R. Smith for S3 Ventures GPLP III, L.P. 04/13/2021
Signature of Reporting Person Date
/s/ Brian R. Smith for S3 Ventures III, L.L.C. 04/13/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Series A Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.
( 2 )Shares held directly by S3 Ventures Fund III, L.P. ("S3 Fund III"). S3 Ventures GPLP III, L.P. ("S3 GPLP III") is the general partner of S3 Fund III. S3 Ventures III, L.L.C. ("S3 III LLC") is the General Partner of S3 GPLP III. Brian R. Smith is the Managing Director of S3 III LLC. S3 GPLP III, S3 III LLC and Mr. Smith may be deemed to have beneficial ownership of the shares held by S3 Fund III. S3 GPLP III, S3 III LLC and Mr. Smith each disclaims beneficial ownership of all such shares except to the extent of its or his pecuniary interest therein.
( 3 )Shares held directly by Brian R. Smith.
( 4 )Each share of Series B Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.
( 5 )Each share of Series C Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.
( 6 )Each share of Series E Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

Remarks:
Exhibit Index: Exhibit 24.1 - Power of Attorney

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