Legacy Insurance Co Of New Jersey Prudential Form 3 SolarWinds / INSURANCE CO OF AMERICA PRUDENTIAL ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

PRUDENTIAL INSURANCE CO OF AMERICA

(Last) (First) (Middle)

751 BROAD STREET

(Street)

NEWARK NJ 07102

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/19/2018

3. Issuer Name and Ticker or Trading Symbol
SolarWinds Corp [ SWI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock(1)	596,814(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class A Common Stock	(3)	(3)	Common Stock(1)	1,068,472(4)	(3)	D

1. Name and Address of Reporting Person^*

PRUDENTIAL INSURANCE CO OF AMERICA

(Last) (First) (Middle)

751 BROAD STREET

(Street)

NEWARK NJ 07102

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

PRUDENTIAL LEGACY INSURANCE CO OF NEW JERSEY

(Last) (First) (Middle)

751 BROAD STREET

(Street)

NEWARK NJ 07102

(City) (State) (Zip)

Explanation of Responses:

1. Immediately prior to the completion of the Issuers initial public offering and following the conversion of the Issuers Class A Common Stock into Class B Common Stock, each share of Class B Common Stock will be reclassified into one share of Common Stock.

2. Consists of 298,407 shares held directly by The Prudential Insurance Corporation of America (PICA) and 298,407 shares held directly by Prudential Legacy Insurance Corporation of New Jersey (PLIC).

3. Immediately prior to completion of the Issuers initial public offering, each outstanding share of Class A Common Stock will automatically convert into a number of shares of Class B Common Stock equal to the result of the liquidation value of such share of Class A Common Stock divided by $19.00. The liquidation value for each share of Class A Common Stock is equal to $1,000 plus accrued but unpaid dividends on such share of Class A Common Stock through October 18, 2018. In addition, the shares of the Issuers Class A Common Stock are convertible, at the option of the holder, into shares of Class B Common Stock for a specified period of time ending on November 7, 2018.

4. Represents the number of shares of Common Stock to be received upon the conversion of the Class A Common Stock into Class B Common Stock and the reclassification of the Class B Common Stock into Common Stock. Consists of 534,236 shares held directly by PICA and 534,236 shares held directly by PLIC.

	The Prudential Insurance Company of America by /s/Ariele Cohen, Assistant Secretary	10/19/2018
	Prudential Legacy Insurance Company of New Jersey by /s/Ariele Cohen, Assistant Secretary	10/19/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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