SEC FORM 3

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^*

SHEEHAN ANDREW T

(Last)

(First)

(Middle)

755 PAGE MILL ROAD, SUITE A-200

(Street)

PALO ALTO

94304-1005

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/12/2017

3. Issuer Name and Ticker or Trading Symbol
Yext, Inc. [ YEXT ]

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

X	Director	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)

X	Form filed by One Reporting Person
	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)
Common Stock	447,048	I	By Ltd Partnership⁽¹⁾
Common Stock	326,044	I	By Ltd Partnership (SHV)⁽²⁾
Common Stock	8,784	I	By Trust⁽³⁾

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	2,799,328	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	2,654,762	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	2,975,941	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	887,428	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series E Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	282,842	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series F Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	255,372	⁽⁴⁾	I	By Ltd Partnership (SHV)⁽²⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	74,088	⁽⁴⁾	I	By Trust⁽³⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	71,037	⁽⁴⁾	I	By Trust⁽³⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	80,037	⁽⁴⁾	I	By Trust⁽³⁾
Series D Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	18,790	⁽⁴⁾	I	By Trust⁽³⁾
Series E Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	7,413	⁽⁴⁾	I	By Trust⁽³⁾
Series F Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	3,522	⁽⁴⁾	I	By Trust⁽³⁾

Explanation of Responses:

1. Shares held by Tippet Venture Partners, L.P. of which the reporting person is the managing director of the general partner of Tippet Venture Partners, L.P. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.

2. Shares held by Sutter Hill Ventures, a California Limited Partnership. The reporting person is a managing director of the general partner of Sutter Hill Ventures, a California Limited Partnership, but does not have or share voting or dispositive power over these shares. The inclusion of such shares herein shall not be deemed an admission that the reporting person is the beneficial owner of such shares for the purpose of Section 16 of the Securities and Exchange Act of 1934 ("Section 16"), or for any other purpose. To the extent that the reporting person is considered to beneficially own such shares for the purpose of Section 16, the reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.

3. Shares held by a trust of which the reporting person is a trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest therein.

4. The preferred stock will automatically convert into common stock on a one-to-one basis immediately prior to the closing of the Issuer's initial public offering and has no expiration date.

Remarks:

yextats.txt

	/s/ Robert Yin, by power of attorney	04/12/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.