BLACKLINE, INC. — Director's Dealing 2017

Dec 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BLACKLINE, INC. (BL)
CIK: 0001666134
Period of Report: 2017-12-07

Reporting Person: ICONIQ Strategic Partners, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners-B, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners Co-Invest, L.P., BL Series (10% Owner)
Reporting Person: ICONIQ Strategic Partners Co-Invest, L.P., Series BL2 (10% Owner)
Reporting Person: ICONIQ Strategic Partners GP, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners TT GP, Ltd. (10% Owner)
Reporting Person: Makan Divesh (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-07	Common Stock	S	878973	$34.07	Disposed	4161131	Direct
2017-12-07	Common Stock	S	220605	$34.07	Disposed	1044360	Direct
2017-12-07	Common Stock	S	276103	$34.07	Disposed	1307091	Direct
2017-12-07	Common Stock	S	39838	$34.07	Disposed	188594	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6701176	Indirect
Common Stock	17087	Direct

Footnotes

F1: Represents shares of BlackLine, Inc.'s (the "Issuer") Common Stock sold in an underwritten secondary offering.

F2: Represents the sale price to the underwriters in the secondary offering of $34.07 per share.

F3: ICONIQ Strategic Partners, L.P. ("ICONIQ") is the direct owner of these securities.

F4: ICONIQ Strategic Partners-B, L.P. ("ICONIQ B") is the direct owner of these securities.

F5: ICONIQ Strategic Partners Co-Invest, L.P., BL Series ("ICONIQ BL") is the direct owner of these securities.

F6: ICONIQ Strategic Partners Co-Invest, L.P., BL2 Series ("ICONIQ BL2") is the direct owner of these securities.

F7: Iconiq Strategic Partners GP, L.P. ("ICONIQ GP") is the sole general partner of each of ICONIQ, ICONIQ B, ICONIQ BL and ICONIQ BL2 (collectively, the "Funds"). ICONIQ Strategic Partners TT GP, Ltd. (the "ICONIQ Parent GP") is the sole general partner of ICONIQ GP. Divesh Makan ("Makan") is an equity holder and director of ICONIQ Parent GP.

F8: Each of ICONIQ GP, ICONIQ Parent GP and Makan disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

F9: This number represents shares held by ICONIQ (4,161,131), ICONIQ B (1,044,360), ICONIQ BL (1,307,091), and ICONIQ BL2 (188,594) respectively. Each of ICONIQ GP, ICONIQ Parent GP and Makan disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

F10: These shares are directly held by Makan through a family trust that he controls.