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CrowdStrike Holdings, Inc. Major Shareholding Notification 2021

Feb 16, 2021

29839_mrq_2021-02-16_a3af8a17-904c-4f98-a17a-b23baeb20ca6.zip

Major Shareholding Notification

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SC 13G/A 1 a21-6631_2sc13ga.htm SC 13G/A

*UNITED STATES*

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 20549*

*SCHEDULE 13G* (Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2

(Amendment No. 1) *

*Crowdstrike Holdings, Inc.*

(Name of Issuer)

*Class A Common Stock*

(Title of Class of Securities)

*22788C 10 5*

(CUSIP Number)

*December 31, 2020*

(Date of Event Which Requires Filing of This Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)

o Rule 13d-1(c)

*x Rule 13d-1(d)*

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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).

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS. Institutional Venture Partners XVI, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 0 shares
6 SHARED VOTING POWER 864,842 shares (2)
7 SOLE DISPOSITIVE POWER 0 shares
8 SHARED DISPOSITIVE POWER 864,842 shares (2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 864,842 shares (2)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (3)
12 TYPE OF REPORTING PERSON* PN

(1) This Schedule 13G is filed by Institutional Venture Partners XVI, L.P. (“IVP XVI”), Institutional Venture Management XVI, LLC (“IVM XVI”), Todd C. Chaffee (“Chaffee”), Norman A. Fogelsong (“Fogelsong”), Stephen J. Harrick (“Harrick”), J. Sanford Miller (“Miller”), Dennis B. Phelps (“Phelps”), Eric Liaw (“Liaw”), Somesh Dash (“Dash”) and Jules A. Maltz (“Maltz” together with IVP XVI, IVM XVI, Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw and Dash, collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(3) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020), as reported by the Issuer on a Form 10-Q for the quarterly period ended October 31, 2020 filed with the SEC on December 3, 2020 (the “Form 10-Q”).

2

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Institutional Venture Management XVI, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 0 shares
6 SHARED VOTING POWER 864,842 shares (2)
7 SOLE DISPOSITIVE POWER 0 shares
8 SHARED DISPOSITIVE POWER 864,842 shares (2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 864,842 shares (2)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (3)
12 TYPE OF REPORTING PERSON* OO

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(3) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

3

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Todd C. Chaffee
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 0 shares
6 SHARED VOTING POWER 864,842 shares (2)
7 SOLE DISPOSITIVE POWER 0 shares
8 SHARED DISPOSITIVE POWER 864,842 shares (2)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 864,842 shares (2)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (3)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(3) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

4

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Norman A. Fogelsong
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 16,684 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 16,684 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 881,526 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by Norman A. Fogelsong.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

5

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Stephen J. Harrick
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 46,093 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 46,093 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 910,935 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES* ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by Stephen J. Harrick.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

6

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS J. Sanford Miller
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 26,919 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 26,919 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,761 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by J. Sanford Miller.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

7

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Dennis B. Phelps
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 20,900 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 20,900 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 885,742 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES* ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by The Dennis B. Phelps Jr. Revocable Living Trust.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

8

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Eric Liaw
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 15,264 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 15,264 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 880,106 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by Eric Liaw.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

9

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Somesh Dash
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 18,055 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 18,055 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 882,897 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by Somesh Dash.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

10

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CUSIP NO. 22788C 10 5 13 G

1 NAMES OF REPORTING PERSONS Jules A. Maltz
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) x (1)
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 18,811 shares (2)
6 SHARED VOTING POWER 864,842 shares (3)
7 SOLE DISPOSITIVE POWER 18,811 shares (2)
8 SHARED DISPOSITIVE POWER 864,842 shares (3)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 883,653 shares (2)(3)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES* o
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% (4)
12 TYPE OF REPORTING PERSON* IN

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares reported herein are shares of Class A Common Stock held by Jules A. Maltz.

(3) The shares reported herein are shares of Class A Common Stock held by IVP XVI. IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(4) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported by the Issuer on the Form 10-Q.

11

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Introductory Note: This statement on Schedule 13G is filed by the Reporting Persons with the Commission in respect of shares of Class A Common Stock (“Common Stock”), of Crowdstrike Holdings, Inc., a Delaware corporation (the “Issuer”).

*Item 1*

(a) Name of Issuer: Crowdstrike Holdings, Inc.
(b) Address of Issuer’s Principal Executive Offices: 150 Mathilda Place, Suite 300
Sunnyvale, California 94086
United States of America

*Item 2*

(a)
1. Institutional Venture Partners XVI, L.P. (“IVP XVI”)
2. Institutional Venture Management XVI, LLC (“IVM XVI”)
3. Todd C. Chaffee (“Chaffee”)
4. Norman A. Fogelsong (“Fogelsong”)
5. Stephen J. Harrick (“Harrick”)
6. J. Sanford Miller (“Miller”)
7. Dennis B. Phelps (“Phelps”)
8. Eric Liaw (“Liaw”)
9. Somesh Dash (“Dash”)
10. Jules A. Maltz (“Maltz”)
(b)
3000 Sand Hill Road, Building 2, Suite 250
Menlo Park, California 94025

(c) Citizenship:

IVP XVI Delaware
IVM XVI Delaware
Chaffee United States of America
Fogelsong United States of America
Harrick United States of America
Miller United States of America
Phelps United States of America
Liaw United States of America
Dash United States of America
Maltz United States of America
(d) Title of Class of Securities: Class A Common Stock
(e) CUSIP Number: 22788C 10 5

Item 3 Not applicable.

12

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Item 4 Ownership .

The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2020:

Reporting Persons Class A Common Stock Held Directly Class B Common Stock Held Directly Shared Voting Power Sole Voting Power Shared Dispositive Power Sole Dispositive Power Beneficial Ownership Percentage of Class (2)
IVP XVI 864,842 0 864,842 0 864,842 0 864,842 0.5 %
IVM XVI (1) 0 0 864,842 0 864,842 0 864,842 0.5 %
Chaffee (1) 0 0 864,842 0 864,842 0 864,842 0.5 %
Fogelsong (1) 16,684 0 864,842 16,684 864,842 16,684 881,526 0.5 %
Harrick (1) 46,093 0 864,842 46,093 864,842 46,093 910,935 0.5 %
Miller (1) 26,919 0 864,842 26,919 864,842 26,919 891,761 0.5 %
Phelps (1) 20,900 0 864,842 20,900 864,842 20,900 885,742 0.5 %
Liaw (1) 15,264 0 864,842 15,264 864,842 15,264 880,106 0.5 %
Dash (1) 18,055 0 864,842 18,055 864,842 18,055 882,897 0.5 %
Maltz (1) 18,811 0 864,842 18,811 864,842 18,811 883,653 0.5 %

(1) IVM XVI serves as the sole general partner of IVP XVI and has sole voting and investment control over the shares owned by IVP XVI and may be deemed to own beneficially the shares held by IVP XVI. IVM XVI owns no securities of the Issuer directly. Chaffee, Fogelsong, Harrick, Miller, Phelps, Liaw, Dash and Maltz are Managing Directors of IVM XVI and share voting and dispositive power over the shares held by IVP XVI, and may be deemed to own beneficially the shares held by IVP XVI. The Managing Directors own no securities of the Issuer directly.

(2) Based on 188,279,983 shares of Class A Common Stock outstanding (as of November 30, 2020) as reported on the Form 10-Q.

Item 5 Ownership of Five Percent or Less of a Class .

If this statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x

Item 6 Ownership of More Than Five Percent on Behalf of Another Person .
Not applicable.
Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company .
Not applicable.
Item 8 Identification and Classification of Members of the Group .
Not applicable.
Item 9 Notice of Dissolution of Group .
Not applicable.
Item 10 Certification .
Not applicable.

13

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*SIGNATURE*

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in the attached statement on Schedule 13G is true, complete and correct.

Dated: February 16, 2021

INSTITUTIONAL VENTURE PARTNERS XVI, L.P.

By: Institutional Venture Management XVI, LLC

Its: General Partner

By: /s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact
INSTITUTIONAL VENTURE MANAGEMENT XVI, LLC
By: /s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Todd C. Chaffee
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Norman A. Fogelsong
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Stephen J. Harrick
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for J. Sanford Miller
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Dennis B. Phelps
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Eric Liaw
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Somesh Dash
/s/ Tracy Hogan
Tracy Hogan, Attorney-in-Fact for Jules A. Maltz

*Exhibit(s)* :

A: Joint Filing Statement

14

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