ARG Private Equity II Form 3 ALKAMI TECHNOLOGY / GEORGE B KAISER 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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

ARG Private Equity II, LLC

(Last)

(First)

(Middle)

6733 S. YALE AVE.

(Street)

TULSA

74136

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/13/2021

3. Issuer Name and Ticker or Trading Symbol
ALKAMI TECHNOLOGY, INC. [ ALKT ]

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

X	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)

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	⁽¹⁾	⁽¹⁾	Common Stock	81,126	⁽¹⁾	I	See footnote⁽²⁾
Series B Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	1,875,000	⁽³⁾	I	See footnote⁽²⁾
Series C Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	9,131,172	⁽⁴⁾	I	See footnote⁽²⁾
Series E Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	1,520,763	⁽⁵⁾	I	See footnote⁽²⁾
Limited Partnership Interests	⁽⁶⁾	⁽⁶⁾	Common Stock	18,532,824	⁽⁶⁾	I	See footnote⁽⁶⁾

1. Name and Address of Reporting Person^*

ARG Private Equity II, LLC

(Last)

(First)

(Middle)

6733 S. YALE AVE.

(Street)

TULSA

74136

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KAISER GEORGE B

(Last)

(First)

(Middle)

C/O FREDERIC DORWART, LAWYERS

124 EAST FOURTH STREET

(Street)

TULSA

74103

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Argonaut Holdings, L.L.C.

(Last)

(First)

(Middle)

6733 S. YALE AVE.

(Street)

TULSA

74136

(City)

(State)

(Zip)

Explanation of Responses:

1. Each share of Series A Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

2. Shares held by ARG Private Equity II, LLC ("APE II") fka Argonaut Private Equity II, LLC. APE II is indirectly controlled by George B. Kaiser ("Kaiser") and may be deemed to have beneficial ownership of the shares held by APE II. Kaiser and Argonaut Holdings, L.L.C. ("Holdings") disclaim beneficial ownership of all such shares except to the extent of their pecuniary interest therein.

3. Each share of Series B Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

4. Each share of Series C Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

5. Each share of Series E Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock immediately prior to the closing of the Issuer's initial public offering.

6. Holdings is the limited partner of S3 Ventures Fund III, L.P. ("S3 Fund III"), which directly holds shares of Series A, B, C and E Preferred Stock of the Issuer representing 18,532,824 shares of Common Stock of the Issuer. Limited partnership units represent a contingent right to receive shares of the Issuer held by S3 Fund III. APE II, Kaiser, and Holdings disclaim beneficial ownership of all such shares except to the extent of their pecuniary interest therein.

Remarks:

Steve Mitchell serves as an adviser to APE II and serves on the board of directors of the Issuer.

	/s/ Frederic Dorwart, Manager of ARG Private Equity II, LLC	04/13/2021
	/s/ Frederic Dorwart, as Attorney-in-Fact for George B. Kaiser	04/13/2021
	/s/ Frederic Dorwart, Secretary of ARG Private Equity, LLC, Manager of Argonaut Holdings, L.L.C.	04/13/2021
	** 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.

ARG Private Equity II Form 3ALKAMI TECHNOLOGY / GEORGE B KAISER ownership change