Engagesmart SC 13G/A / SUMMIT PARTNERS L P ownership change

Engagesmart (ESMT) SC 13G/AEngageSmart / SUMMIT PARTNERS L P ownership change

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

EngageSmart, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

29283F103

(CUSIP Number)

December 31, 2023

(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)

☒	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).

Item 1(a).

Name of Issuer

EngageSmart, Inc. (the “Issuer”)

Item 1(b).

Address of the Issuer’s Principal Executive Offices

30 Braintree Hill Office Park, Suite 101

Braintree, Massachusetts 02184

Item 2(a).

Names of Persons Filing

This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:

(i)

Summit Partners L.P.

(ii)

Summit Partners Growth Equity Fund VIII-A, L.P.

(iii)

Summit Partners Growth Equity Fund VIII-B, L.P.

(iv)

Summit Partners Entrepreneur Advisors Fund I, L.P.

(v)

Summit Investors I, LLC

(vi)

Summit Investors I (UK), L.P.

(vii)

Martin J. Mannion

(viii)

Peter Y. Chung

Item 2(b).

Address of the Principal Business Office, or if none, Residence

222 Berkeley Street, 18th Floor

Boston, MA 02116

Item 2(c).

Citizenship

See responses to Item 4 on each cover page.

Item 2(d).

Title of Class of Securities

Common Stock

Item 2(e).

CUSIP Number

29283F103

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a (n):

Not Applicable.

Item 4.

Ownership

(a)

Amount beneficially owned:

See responses to Item 9 on each cover page.

(b)

Percent of Class:

See responses to Item 11 on each cover page.

(c)

Number of shares as to which the Reporting Person has:

(i)

Sole power to vote or to direct the vote:

See responses to Item 5 on each cover page.

(ii)

Shared power to vote or to direct the vote:

See responses to Item 6 on each cover page.

(iii)

Sole power to dispose or to direct the disposition of:

See responses to Item 7 on each cover page.

(iv)

Shared power to dispose or to direct the disposition of:

See responses to Item 8 on each cover page.

The reported amounts reflect the January 26, 2024 disposition of all Issuer securities in connection with the merger between the Issuer and another corporation, which resulted in the Issuer’s securities being delisted from the New York Stock Exchange, as reported on the Issuer’s Form 8-K filed with the Securities and Exchange Commission on January 26, 2024.

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 Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.

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.

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.

Dated: February 7, 2024


Summit Partners L.P.

By:		Summit Master Company, LLC
Its:		General Partner

By:		*
		Authorized Signatory

Summit Partners Growth Equity Fund VIII-A, L.P.

By:		Summit Partners GE VIII, L.P.
Its:		General Partner

By:		*
		Authorized Signatory

Summit Partners Growth Equity Fund VIII-B, L.P.

By:		Summit Partners GE VIII, L.P.
Its:		General Partner

By:		*
		Authorized Signatory

Summit Partners Entrepreneur Advisors Fund I, L.P.

By:		Summit Partners Entrepreneur Advisors GP, LLC
Its:		General Partner

By:		*
		Authorized Signatory

Summit Investors I, LLC

By:		Summit Investors Management, LLC
Its:		Manager

By:		*
		Authorized Signatory


Summit Master Company, LLC

By:		*
		Authorized Signatory

By:		*
		Name: Peter Y. Chung

By:		*
		Name: Martin J. Mannion

*By:		/s/ Adam H. Hennessey
		Adam H. Hennessey
		Power of Attorney**

**	Pursuant to Powers of Attorney referenced in Exhibit B.

EXHIBIT LIST


Exhibit A		Joint Filing Agreement, dated as of February 4, 2022, incorporated by reference to Exhibit A to the Schedule 13G filed February 4, 2022.

Exhibit B		Powers of Attorney, incorporated by reference to Exhibit B to the Schedule 13G filed February 4, 2022.

Names of Reporting Persons

Summit Partners L.P.

Check The Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☐

SEC Use Only

Citizenship or Place of Organization

Delaware