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 (b)

(Amendment No. _)*

 

DoubleVerify Holdings, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

25862V105

(CUSIP Number)

 

December 31, 2021

(Date of Event Which Requires Filing of This Statement)

 

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

 

¨Rule 13d-1(b)

 

¨Rule 13d-1(c)

 

xRule 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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

 

 

 

 

 

CUSIP No. 25862V105 Page 2 of 9

 

1.

Name of Reporting Persons

 

Blumberg Capital II, L.P. 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ¨

(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

6.

Shared Voting Power

 

16,666,665 (2)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

16,666,665 (2)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

16,666,665 (2)

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 

11.

Percent of Class Represented by Amount in Row (11)

 

10.5% (3)

12.

Type of Reporting Person (See Instructions)

 

PN

       

(1) This Schedule 13G is filed by Blumberg Capital II, L.P. (“BC II”), Blumberg Capital Management II, L.L.C. (“BCM II”) and David J. Blumberg (“Blumberg” and, together with BC II and BCM II, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.

 

(3) The beneficial ownership percentage is based on a total of 158,638,068 shares of Common Stock outstanding as of November 5, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 9, 2021.

 

 

 

 

CUSIP No. 25862V105 Page 3 of 9

 

1.

Name of Reporting Persons

 

Blumberg Capital Management II, L.L.C. 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ¨

(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

6.

Shared Voting Power

 

16,666,665 (2)

7.

Sole Dispositive Power

 

0

8.

Shared Dispositive Power

 

16,666,665 (2)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

16,666,665 (2)

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 

11.

Percent of Class Represented by Amount in Row (11)

 

10.5% (3)

12.

Type of Reporting Person (See Instructions)

 

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 are held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.

 

(3) The beneficial ownership percentage is based on a total of 158,638,068 shares of Common Stock outstanding as of November 5, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 9, 2021.

 

 

 

 

CUSIP No. 25862V105 Page 4 of 9

 

1.

Name of Reporting Persons

 

David J. Blumberg

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(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

 

366,349

6.

Shared Voting Power

 

16,666,665 (2)

7.

Sole Dispositive Power

 

366,349

8.

Shared Dispositive Power

 

16,666,665 (2)

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

17,033,014 (2)

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 

11.

Percent of Class Represented by Amount in Row (11)

 

10.7% (3)

12.

Type of Reporting Person (See Instructions)

 

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) Includes 16,666,665 shares held by BC II. BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.

 

(3) The beneficial ownership percentage is based on a total of 158,638,068 shares of Common Stock outstanding as of November 5, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 9, 2021.

 

 

 

 

CUSIP No. 25862V105 Page 5 of 9

 

Introductory Note: This statement on Schedule 13G is being filed by the Reporting Persons in respect of common stock of DoubleVerify Holdings, Inc. (the “Issuer”).

 

Item 1(a)Name of Issuer

 

DoubleVerify Holdings, Inc.

 

Item 1(b)Address of Issuer's Principal Executive Offices

 

233 Spring Street

New York, NY, 10013

 

Item 2(a)Name of Person Filing

 

Blumberg Capital II, L.P. (“BC II”)

Blumberg Capital Management II, L.L.C. (“BCM II”)

David J. Blumberg (“Blumberg”)

 

Item 2(b)Address of Principal Business Office or, if none, Residence

 

432 Bryant Street

San Francisco, CA 94107

 

Item 2(c)Citizenship

 

BC II - Delaware
BCM II - Delaware
Blumberg   United States of America

 

Item 2(d)Title of Class of Securities

 

Common Stock

 

Item 2(e)CUSIP Number

 

25862V105

 

Item 3Not applicable.

 

Item 4Ownership

 

The following beneficial ownership information is presented as of December 31, 2021:

 

Reporting Persons  Common
Stock Held
Directly (1)		   Sole
Voting
Power		   Sole
Dispositive
Power		   Shared
Voting
Power		   Shared
Dispositive
Power		   Beneficial
Ownership		   Percentage
of Class (3)		 
BC II   16,666,665    0    0    16,666,665    16,666,665    16,666,665    10.5%
BCM II (2)   0    0    0    16,666,665    16,666,665    16,666,665    10.5%
Blumberg (2)   366,349    366,349    366,349    16,666,665    16,666,665    17,033,014    10.7%

____

 

(1) Represents the number of shares held directly as of December 31, 2021.

 

(2) BCM II is the sole general partner of BC II and owns no shares of the Issuer directly. Blumberg is the managing director of BCM II. BCM II and Blumberg share voting and dispositive power over the shares held by BC II and may be deemed to beneficially own the shares held by BC II.

 

(3) The beneficial ownership percentage is based on a total of 158,638,068 shares of Common Stock outstanding as of November 5, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 9, 2021

 

 

 

 

CUSIP No. 25862V105 Page 6 of 9

 

Item 5Ownership 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 ¨.

 

Item 6Ownership of More than Five Percent of Another Person

 

Not applicable.

 

Item 7Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company

 

Not applicable.

 

Item 8Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9Notice of Dissolution of Group

 

Not applicable.

 

Item 10Certification

 

Not applicable.

 

 

 

 

CUSIP No. 25862V105 Page 7 of 9

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

 

February 14, 2022 Blumberg Capital II, L.P.
     
  BY: Blumberg Capital Management II, L.L.C.
  ITS: General Partner
     
  By: /s/ David J. Blumberg
    David J. Blumberg
    Managing Member
     
  Blumberg Capital Management II, L.L.C.
     
  By: /s/ David J. Blumberg
    David J. Blumberg
    Managing Member
     
  /s/ David J. Blumberg
  DAVID J. BLUMBERG

 

 

 

 

CUSIP No. 25862V105 Page 8 of 9

 

EXHIBIT INDEX

 

Exhibit No.

 

99.1Agreement pursuant to 13d-1(k)(1) among Blumberg Capital II, L.P., Blumberg Capital Management II, L.L.C. and David J. Blumberg

 

 

 

 

CUSIP No. 25862V105 Page 9 of 9

 

AGREEMENT

 

Pursuant to Rule 13d-1(k)(l) promulgated pursuant to the Securities Exchange Act of 1934, as amended, the undersigned agree that the attached Schedule 13G is being filed on behalf of each of the undersigned.

 

February 14, 2022 Blumberg Capital II, L.P.
     
  BY: Blumberg Capital Management II, L.L.C.
  ITS: General Partner
     
  By: /s/ David J. Blumberg
    David J. Blumberg
    Managing Member
     
  Blumberg Capital Management II, L.L.C.
     
  By: /s/ David J. Blumberg
    David J. Blumberg
    Managing Member
     
  /s/ David J. Blumberg
  DAVID J. BLUMBERG