DGNS / Dragoneer Growth Opportunities Corp II - Class A - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-39709 CVENT HOLDING CORP. (Exact name of registrant as specified in its

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2023 (June 15, 2023) CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction

CVT / Cvent Holding Corp / Vista Equity Partners Fund VI, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* CVENT HOLDING CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677 103 (CUSIP Number) Robert E. Goedert, P.C. Kirkland & Ellis LLP 300 N. LaSalle Street Chicago, Illinois 60654 (312) 862-2000 (Na

AMENDED AND RESTATED CVENT HOLDING CORP. ARTICLE I Meetings of Stockholders

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CVENT HOLDING CORP. ARTICLE I Meetings of Stockholders Section 1.1. Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the board of directors (the “Boa

As filed with the Securities and Exchange Commission on June 15, 2023

POS AM As filed with the Securities and Exchange Commission on June 15, 2023 Registration No.

CVT / Cvent Holding Corp / Blackstone Holdings III L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cvent Holding Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677103 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 with a copy to: El

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 CVENT HOLDING CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commission File

As filed with the Securities and Exchange Commission on June 15, 2023

S-8 POS As filed with the Securities and Exchange Commission on June 15, 2023 Registration No.

Blackstone Completes Acquisition of Cvent

EX-99.1 Exhibit 99.1 Blackstone Completes Acquisition of Cvent Tysons, VA – June 15, 2023 – Cvent Holding Corp. (“Cvent”), an industry-leading meetings, events and hospitality technology provider, today announced the completion of its acquisition by an affiliate of private equity funds managed by Blackstone (“Blackstone”) for $8.50 per share in cash, representing a total enterprise value of approx

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CVENT HOLDING CORP.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of CVENT HOLDING CORP. FIRST. The name of the corporation is Cvent Holding Corp. (the “Corporation”). SECOND. The registered office of the Corporation in the State of Delaware is 251 Little Falls Drive, Wilmington, New Castle County, Delaware, 19808; and the name of the Corporation’s registered agent at such address is Corporatio

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): June 1, 2023 CVENT HOLDING CORP. (Exact name of Registrant as specified in its Charter) Delaware 001-39709 98-1560055 (State or other Jurisdiction of Incorporation or Organization) (C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 CVENT HOLDING CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commission File N

Cvent Announces First Quarter 2023 Financial Results Revenue Increases 21.0% Year-over-Year

Exhibit 99.1 Cvent Announces First Quarter 2023 Financial Results Revenue Increases 21.0% Year-over-Year Tysons, VA (May 8, 2023) — Cvent Holding Corp. (“Cvent”) (Nasdaq: CVT), an industry-leading meetings, events and hospitality technology provider, today announced financial results for the first quarter ended March 31, 2023. First Quarter 2023 Financial Highlights Revenue • Total revenue was $16

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 08, 2023 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001-39709 CVENT HOLDING CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-397

CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Cvent Holding Corp. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Cvent Holding Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

PREM14A 1 ny20008527x1prem14a.htm PREM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission On

VOTING AND SUPPORT AGREEMENT

EX-99.C Exhibit C VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholders of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (each, a “Stockholder” and, collectively, the “Stockholders”). RECI

VOTING AND SUPPORT AGREEMENT

EX-99.E Exhibit E VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholder of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (the “Stockholder”). RECITALS WHEREAS, concurrently with the executi

VOTING AND SUPPORT AGREEMENT

EX-99.D Exhibit D VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholder of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (the “Stockholder”). RECITALS WHEREAS, concurrently with the executi

VOTING AND SUPPORT AGREEMENT

EX-99.F Exhibit F VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholder of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (the “Stockholder”). RECITALS WHEREAS, concurrently with the executi

CVT / Cvent Holding Corp / Blackstone Holdings III L.P. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cvent Holding Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677103 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 with a copy to: Eliza

VOTING AND SUPPORT AGREEMENT

EX-99.2 Exhibit 99.2 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholders of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (each, a “Stockholder” and, collectively, the “Stockholders”). R

CVT / Cvent Holding Corp / Vista Equity Partners Fund VI, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* CVENT HOLDING CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677 103 (CUSIP Number) Robert E. Goedert, P.C. Kirkland & Ellis LLP 300 N. LaSalle Street Chicago, Illinois 60654 (312) 862-2000 (Na

JOINT FILING AGREEMENT

EX-99.A Exhibit A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commiss

CVT / Cvent Holding Corp / Vista Equity Partners Fund VI, L.P. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CVENT HOLDING CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677 103 (CUSIP Number) Robert E. Goedert, P.C. Kirkland & Ellis LLP 300 N. LaSalle Street Chicago, Illinois 60654 (312) 862-2000 (Na

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

VOTING AND SUPPORT AGREEMENT

EX-99.2 Exhibit 99.2 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of March 14, 2023, by and among Capstone Borrower, Inc., a Delaware corporation (“Parent”), and the stockholders of Cvent Holding Corp., a Delaware corporation (the “Company”), listed on Schedule A hereto (each, a “Stockholder” and, collectively, the “Stockholders”). R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

Cvent Announces Fourth Quarter and Fiscal Year 2022 Financial Results Revenue Exceeds High End of Guidance Full Year Revenue Grows 21.5%

Exhibit 99.1 Cvent Announces Fourth Quarter and Fiscal Year 2022 Financial Results Revenue Exceeds High End of Guidance Full Year Revenue Grows 21.5% Tysons, VA (March 14, 2023) — Cvent Holding Corp. (“Cvent”) (Nasdaq: CVT), an industry-leading meetings, events and hospitality technology provider, today announced financial results for the fourth quarter and full fiscal year ended December 31, 2022

Agreement and Plan of Merger, by and among Cvent Holding Corp., Capstone Borrower, Inc. and Capstone Merger Sub, Inc., dated as of March 14, 2023.*

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among CAPSTONE BORROWER, INC., CAPSTONE MERGER SUB, INC. and CVENT HOLDING CORP. Dated as of March 14, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 2 1.1 Certain Definitions 2 1.2 Index of Defined Terms 16 1.3 Certain Interpretations 18 ARTICLE II THE MERGER 19 2.1 The Merger 19 2.2 The Effective Time 19 2.3 The Closing

Letter Agreement, dated as of November 15, 2022, between Cvent, Inc. and Jeannette Koonce.

Exhibit 10.16 November 15, 2022 Jeannette Koonce [***] Re: Employment with Cvent, Inc. Dear Jeannette: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company’s name may change from time to time and such company’s successors and assigns, the “Company”). It sets forth the terms of your continued employment by the Company. We are very excited about your leadership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commission File

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39709 CVENT HOLDING C

Cvent To Be Acquired By Blackstone in $4.6 Billion Transaction Purchase Price of $8.50 Per Share Represents a 52% Premium Over 90-day VWAP of Unaffected Share Price

EX-99.1 Exhibit 99.1 Cvent To Be Acquired By Blackstone in $4.6 Billion Transaction Purchase Price of $8.50 Per Share Represents a 52% Premium Over 90-day VWAP of Unaffected Share Price Tysons, Va. – March 14, 2023 – Cvent Holding Corp. (“Cvent”) (Nasdaq: CVT), an industry-leading meetings, events and hospitality technology provider, today announced that it has entered into a definitive agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction CrowdCompass, LLC Delaware, USA Cvent Atlanta, LLC Delaware, USA Cvent Australia PTY Limited Australia Cvent Canada, Inc. Canada Cvent Deutschland GmbH Germany Cvent España 2019, S.L.U Spain Cvent Europe Ltd. England and Wales Cvent FZ-LLC Dubai Media City Freezone Cvent FZ-LLC Dubai Branch Dubai Media City Freezone Cvent India Pr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File

CVENT HOLDING CORP. Up to 51,279 Shares of Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-269101 CVENT HOLDING CORP. Up to 51,279 Shares of Common Stock This prospectus relates to the issuance by us of up to 51,279 shares of our common stock, par value $0.0001 per share (“Common Stock”), upon the exercise of former employee options (“Options”) that are not eligible to be registered on Form S-8. We will receive the

CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders This prospectus relates to (a) the issuance by us of up to 155,644 shares of our common stock, par value $0.0001 per share (“Common Stock”), upon the exercise of options by former employees (“Opt

Cvent Holding Corp. 1765 Greensboro Station Place, 7th Floor Tysons, Virginia 22102 January 17, 2023

Cvent Holding Corp. 1765 Greensboro Station Place, 7th Floor Tysons, Virginia 22102 January 17, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Edwin Kim Re: Cvent Holding Corp. Registration Statement on Form S-3 Filed January 3, 2023 File No. 333-269101 Ladies and Gentlemen: Cvent Holding Corp. (the “Company”)

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Cvent Holding Corp.

As filed with the Securities and Exchange Commission on January 3, 2023

As filed with the Securities and Exchange Commission on January 3, 2023 No. 333-261787 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 4 TO FORM S-1 ON FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 7372 98-1560055 (State or other jurisdiction o

As filed with the Securities and Exchange Commission on January 3, 2023

Table of Contents As filed with the Securities and Exchange Commission on January 3, 2023 No.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 04, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission F

Cvent Announces Third Quarter 2022 Financial Results Revenue Exceeds High End of Guidance Fiscal Year 2022 Revenue Guidance Increased Due to Solid Third Quarter Revenue

Exhibit 99.1 Cvent Announces Third Quarter 2022 Financial Results Revenue Exceeds High End of Guidance Fiscal Year 2022 Revenue Guidance Increased Due to Solid Third Quarter Revenue Tysons, VA (November 3, 2022) ? Cvent Holding Corp. (?Cvent?) (Nasdaq: CVT), a market-leading meetings, events and hospitality technology provider, today announced financial results for the third quarter ended Septembe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Update xx UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001-39709 CVENT HOLDING CORP.

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 9 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 03, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission F

Cvent Holding Corp. 2021 Omnibus Incentive Plan Form of Option Award Agreement.

Exhibit 10.1 CVENT HOLDING CORP. OPTION AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of Stock Options to purchase a number of Shares set forth below (the

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 8 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 08, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 05, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

xx UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001-39709 CVENT HOLDING CORP.

Cvent Announces Second Quarter 2022 Financial Results 31% Year-over-Year Revenue Growth Underscores Strength of Cvent’s All-In-One Platform Highest Quarterly Revenue in Company History as Industry Continues to Recover and Evolve Strong Balance Sheet

Exhibit 99.1 Cvent Announces Second Quarter 2022 Financial Results 31% Year-over-Year Revenue Growth Underscores Strength of Cvent’s All-In-One Platform Highest Quarterly Revenue in Company History as Industry Continues to Recover and Evolve Strong Balance Sheet Positions Company for Continued Growth and Expansion Tysons, VA (August 4, 2022) — Cvent Holding Corp. (“Cvent”) (Nasdaq: CVT), a market-

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 7 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 04, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission Fil

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 09, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 6 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders This prospectus relates to (a) the issuance by us of up to 155,644 shares of our common stock, par value $0.0001 per share (?Common Stock?), upon the exercise of options by former employees (?Opt

Kevin M. Frank To Call Writer Directly: +1 312 862 3373 [email protected] 300 North LaSalle Chicago, IL 60654 United States +1 312 862 2000 www.kirkland.com Facsimile: +1 312 862 2200 June 23, 2022

Kevin M. Frank To Call Writer Directly: +1 312 862 3373 [email protected] 300 North LaSalle Chicago, IL 60654 United States +1 312 862 2000 www.kirkland.com Facsimile: +1 312 862 2200 June 23, 2022 Via EDGAR Submission United States Securities and Exchange Commission Division of Corporation Finance Office of Technology Attention: Joshua Shainess Austin Pattan Re: Cvent Holding Corp. Post-Ef

As filed with the Securities and Exchange Commission on June 23, 2022 No. 333-261787 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HO

Table of Contents As filed with the Securities and Exchange Commission on June 23, 2022 No.

Power of Attorney (Julie Iskow).

Exhibit 24.2 Power of Attorney KNOW ALL BY THESE PRESENTS, that the undersigned constitutes and appoints Rajeev K. Aggarwal and William J. Newman, or any of them, severally, as her attorney-in-fact and agent, with full power of substitution and resubstitution, for such person and in such person?s name, place, and stead, in any and all capacities, to sign any and all amendments to this registration

Filing Fee Table.

EX-FILING FEES 4 d329286dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Cvent Holding Corp. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price per Unit(2) Maximum A

Cvent Announces Successful Completion of Debt Refinancing New $500 million revolving credit facility to help enable pursuit of strategic growth opportunities

EX-99.1 3 cvt-ex991.htm EX-99.1 Exhibit 99.1 Cvent Announces Successful Completion of Debt Refinancing New $500 million revolving credit facility to help enable pursuit of strategic growth opportunities Tysons, VA – May 31, 2022 – Cvent (Nasdaq: CVT), a market-leading meetings, events and hospitality technology provider, today announced the closing of a new $500 million, five-year senior secured r

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 5 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File N

Credit Agreement, dated as of May 27, 2022, by and among Papay Holdco, LLC, Cvent Inc., the other loan parties thereto, and PNC Banks, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 31, 2022).

Exhibit 10.1 Published CUSIP Number: 23248RAD6 Deal Published CUSIP Number: 23248RAE4 Revolving Credit Facility CREDIT AGREEMENT dated as of May 27, 2022 among PAPAY HOLDCO, LLC, as Holdings, CVENT, INC., as Borrower, The other Loan Parties Party Hereto, The Lenders Party Hereto and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent PNC BANK, NATIONAL ASSOCIATION and CAPITAL ONE, NATIONAL ASS

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File N

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 4 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001-39709 CVENT HOLDING CORP.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 09, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File N

Cvent Announces First Quarter 2022 Financial Results Revenue Exceeds High End of Guidance by 2.9% Fiscal Year 2022 Revenue Guidance Increased Q1 growth reflects the increasing value the Cvent platform delivers as organizations return to in-person, wh

Exhibit 99.1 Cvent Announces First Quarter 2022 Financial Results Revenue Exceeds High End of Guidance by 2.9% Fiscal Year 2022 Revenue Guidance Increased Q1 growth reflects the increasing value the Cvent platform delivers as organizations return to in-person, while continuing to leverage virtual and hybrid experiences to drive overall event program impact Tysons, VA (May 9, 2022) ? Cvent Holding

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 3 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

As filed with the Securities and Exchange Commission on May 5 , 2022 No. 333-261787 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HOL

Table of Contents Table of Contents As filed with the Securities and Exchange Commission on May 5 , 2022 No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Cvent Holding Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.?) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.?) Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permi

Workiva President & COO Julie Iskow to Join Cvent Board as New Independent Member Seasoned Tech Executive brings extensive public company and SaaS experience along with a track record of driving innovation and growth

Exhibit 99.1 Workiva President & COO Julie Iskow to Join Cvent Board as New Independent Member Seasoned Tech Executive brings extensive public company and SaaS experience along with a track record of driving innovation and growth TYSONS, Va. ? April 7, 2022 ? Cvent (Nasdaq: CVT), a market-leading meetings, events, and hospitality technology provider, today announced that subject to final board app

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 2 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 07, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File

CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock

Prospectus Supplement No. 1 (to Prospectus dated January 3, 2022) Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 514,048,249 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated January 3, 2022, as supplemented or amended from time to time (the ?Prospectus?), which forms a part of our Registration Statement on Form S

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction CrowdCompass, LLC Delaware, USA Cvent Atlanta, LLC Delaware, USA Cvent Australia PTY Limited Australia Cvent Canada, Inc. Canada Cvent Deutschland GmbH Germany Cvent Espa?a 2019, S.L.U Spain Cvent Europe Ltd. England and Wales Cvent FZ-LLC Dubai Media City Freezone Cvent FZ-LLC Dubai Branch Dubai Media City Freezone Cvent India Pr

Cautionary Note Regarding Forward-Looking Statements This presentation may contain forward-looking statements that reflect Cvent Holding Corp.’s (the “Company” or “Cvent”) current views with respect to, among other things, future events, results and

CVENT INVESTOR OVERVIEW March 2022 Exhibit 99.1 Cautionary Note Regarding Forward-Looking Statements This presentation may contain forward-looking statements that reflect Cvent Holding Corp.?s (the ?Company? or ?Cvent?) current views with respect to, among other things, future events, results and financial performance, which are intended to be covered by the safe harbor provisions for forward-look

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 07, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File

Cautionary Note Regarding Forward-Looking Statements This presentation may contain forward-looking statements that reflect Cvent Holding Corp.’s (the “Company” or “Cvent”) current views with respect to, among other things, future events, results and

CVENT INVESTOR OVERVIEW March 2022 Exhibit 99.1 Cautionary Note Regarding Forward-Looking Statements This presentation may contain forward-looking statements that reflect Cvent Holding Corp.?s (the ?Company? or ?Cvent?) current views with respect to, among other things, future events, results and financial performance, which are intended to be covered by the safe harbor provisions for forward-look

As filed with the Securities and Exchange Commission on March 7, 2022.

As filed with the Securities and Exchange Commission on March 7, 2022. File No. 333-261787 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT ON FORM S-1 UNDER THE SECURITIES ACT OF 1933 CVENT HOLDING CORP. (Exact name of Registrant as specified in its charter) Delaware 7372 98-1560055 (State or other jurisdiction of (Pr

Exhibit 4.1

Exhibit 4.1 DESCRIPTION OF SECURITIES The following summary of certain provisions of the securities of Cvent Holding Corp. (?Cvent,? ?we,? ?our? and ?us?) does not purport to be complete and is subject to the Amended and Restated Certificate of Incorporation (the ?Certificate of Incorporation?) and bylaws (the ?Bylaws?) of Cvent filed as Exhibits 3.1 and 3.2, respectively, to our Annual Report on

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 07, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39709 CVENT HOLDING C

Cvent Announces Fourth Quarter and Fiscal Year 2021 Financial Results Fourth Quarter 2021 Revenue of $144.7 Million Grows 25.3% Year-Over-Year Reaffirms Fiscal Year 2022 Revenue Guidance of $622.6M Increases Fiscal Year 2022 Adjusted EBITDA Margin Gu

Exhibit 99.1 Cvent Announces Fourth Quarter and Fiscal Year 2021 Financial Results Fourth Quarter 2021 Revenue of $144.7 Million Grows 25.3% Year-Over-Year Reaffirms Fiscal Year 2022 Revenue Guidance of $622.6M Increases Fiscal Year 2022 Adjusted EBITDA Margin Guidance to 16.9% Tysons, VA (March 3, 2022) ? Cvent Holding Corp. (?Cvent?) (Nasdaq: CVT), a market-leading meetings, events and hospitali

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 03, 2022 CVENT HOLDING CORP. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission File

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2022 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission F

As filed with the Securities and Exchange Commission on February 14, 2022

As filed with the Securities and Exchange Commission on February 14, 2022 No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 98-1560055 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

Calculation of Filing Fee Tables

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Cvent Holding Corp.

DGNS / Dragoneer Growth Opportunities Corp II / Weiss Asset Management LP Passive Investment

CUSIP NO. 126677103 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* CVENT HOLDINGS CORP. (FORMERLY KNOWN AS, DRAGONEER GROWTH OPPORTUNITIES CORP. II) - (Name of Issuer) Common Stock, $0.0

CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders

Filed Pursuant to Rule 424(b)(3) Registration No. 333-261787 CVENT HOLDING CORP. Up to 155,644 Shares of Common Stock Up to 513,892,605 Shares of Common Stock by the Selling Stockholders This prospectus relates to (a) the issuance by us of up to 155,644 shares of our common stock, par value $0.0001 per share (?Common Stock?), upon the exercise of options by former employees (?Options?) and (b) the

As filed with the Securities and Exchange Commission on December 29, 2021

As filed with the Securities and Exchange Commission on December 29, 2021 No. 333-261787 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 7372 98-1560055 (State or other jurisdiction of incorporation or organization) (Prima

CVENT HOLDING CORP. 1765 Greensboro Station Place, 7th Floor Tysons, Virginia 22102

CORRESP 1 filename1.htm CVENT HOLDING CORP. 1765 Greensboro Station Place, 7th Floor Tysons, Virginia 22102 December 30, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Kyle Wiley Re: Cvent Holding Corp. Registration Statement on Form S-1 Originally Filed December 21, 2021 File No. 333-261787 Ladies and Gent

As filed with the Securities and Exchange Commission on December 2 7 , 2021 No. 333-261787 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CVENT HOLDING COR

Table of Contents As filed with the Securities and Exchange Commission on December 2 7 , 2021 No.

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2021 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission F

Power of Attorney (included in the signature page hereto).

Table of Contents As filed with the Securities and Exchange Commission on December 20, 2021 No.

DGNS / Dragoneer Growth Opportunities Corp II / Vista Equity Partners Fund VI, L.P. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 CVENT HOLDING CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 126677 103 (CUSIP Number) Robert E. Goedert, P.C. Kirkland & Ellis LLP 300 N. LaSalle Street Chicago, Illinois 60654 (312) 862-2000 (Name, Address and Telep

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of common stock, par value $0.

Form of Restricted Share Award (incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.7 CVENT HOLDING CORP. RESTRICTED SHARE AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of the number of Restricted Shares set forth below. This

Cvent Holding Corp. 2021 Equity Incentive Plan.

Exhibit 10.6 CVENT HOLDING CORP. 2021 OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE; EFFECTIVE DATE; TERM Section 1.1 Purpose. The purpose of the Cvent Holding Corp. 2021 Omnibus Incentive Plan is to enhance the profitability and value of the Company for the benefit of its Stockholders by enabling the Company to offer Eligible Individuals stock- and cash-based incentives in order to attract, retain, an

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2021 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission Fi

Cvent Lists on the Nasdaq as “CVT” After Announcing Close of Business Combination with Dragoneer Growth Opportunities Corp. II

Exhibit 99.3 Cvent Lists on the Nasdaq as ?CVT? After Announcing Close of Business Combination with Dragoneer Growth Opportunities Corp. II Tysons, VA ? December 9, 2021 ? Cvent Holding Corp. (Nasdaq: CVT), a market-leading meetings, events and hospitality technology provider, and Dragoneer Growth Opportunities Corp. II (formerly Nasdaq: DGNS) (?Dragoneer?), today announced the completion of the b

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Current Report?) filed with the Securities and Exchange Commission (the ?SEC?) on December 14, 2021. Unless the context otherwise requires, the ?Company? refers to Cvent Holding Corp. (?New Cvent

Form of RSU Award Agreement (Director) (incorporated by reference to Exhibit 10.8 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.8 CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of RSUs set forth below. This award of RSUs (this ?Award?) is subject t

Letter from WithumSmith+Brown, PC to the SEC, dated December 14, 2021.

Exhibit 16.1 December 14, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Cvent Holding Corp. statements (formerly known as Dragoneer Growth Opportunities Corp. II) included under Item 4.01 of its Form 8-K dated December 14, 2021. We agree with the statements concerning our Firm under Item 4.01, in wh

Form of Indemnity Agreement by and between the Company and its directors and officers.

Exhibit 10.5 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2021 between Cvent Holding Corp., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protect

Cvent Holding Corp. Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.11 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.11 CVENT HOLDING CORP. 2021 EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated payroll deductions. The Company intends for the Plan to have two components: a Code Section 423 Component (?423 Component?) and a non-Code Section 423 Comp

Form of Option Award Agreement.

Exhibit 10.10 CVENT HOLDING CORP. OPTION AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of Stock Options to purchase a number of Shares set forth below (th

List of Subsidiaries (incorporated by reference to Exhibit 21.1 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction CrowdCompass, LLC Delaware, USA Cvent Atlanta, LLC Delaware, USA Cvent Australia PTY Limited Australia Cvent Canada, Inc. Canada Cvent Deutschland GmbH Germany Cvent Espa?a 2019, S.L.U Spain Cvent Europe Ltd. England and Wales Cvent FZ-LLC Dubai Media City Freezone Cvent FZ-LLC Dubai Branch Dubai Media City Freezone Cvent India Pr

Form of RSU Award Agreement (Employee).

Exhibit 10.9 CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of RSUs set forth below. This award of RSUs (this ?Award?) is subject

Form of Restricted Share Award.

Exhibit 10.7 CVENT HOLDING CORP. RESTRICTED SHARE AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of the number of Restricted Shares set forth below. This

Certificate of Corporate Domestication of Dragoneer, filed with the Secretary of the State of Delaware (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on December 14, 2021).

Exhibits 4.1 Delaware The First State Page 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF DOMESTICATION OF ?DRAGONEER GROWTH OPPORTUNITIES CORP II?, FILED IN THIS OFFICE THE EIGHTH DAY OF DECEMBER, A.D. 2021, AT 10:15 O?CLOCK A.M. /s/ Jeffrey W. Bullock Jeffrey W. Bullock, Secretary of State 6456

Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CVENT HOLDING CORP. ARTICLE I NAME Section 1.1 Name. The name of the Corporation is Cvent Holding Corp. (the ?Corporation?). ARTICLE II REGISTERED AGENT Section 2.1 Address. The registered office of the Corporation in the State of Delaware is 251 Little Falls Drive, New Castle County Wilmington, Delaware 19808; and the name of the Corporation?s registere

Form of RSU Award Agreement (Employee) (incorporated by reference to Exhibit 10.9 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.9 CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of RSUs set forth below. This award of RSUs (this ?Award?) is subject

Form of RSU Award Agreement (Director).

Exhibit 10.8 CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of RSUs set forth below. This award of RSUs (this ?Award?) is subject t

Amended and Restated Registration Rights Agreement, by and among Cvent Holding Corp. and the investors named therein.

Exhibit 10.3 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made as of December 8, 2021 among Cvent Holding Corp. (formerly known as Dragoneer Growth Opportunities Corp. II), a Delaware corporation (the ?Company?), and (i) each of the investors listed on the Schedule of Sponsor Investors attached hereto (the ?Sponsor

New Cvent Employee Stock Purchase Plan.

Exhibit 10.11 CVENT HOLDING CORP. 2021 EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Companies with an opportunity to purchase Common Stock through accumulated payroll deductions. The Company intends for the Plan to have two components: a Code Section 423 Component (?423 Component?) and a non-Code Section 423 Comp

Form of Option Award Agreement (incorporated by reference to Exhibit 10.10 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.10 CVENT HOLDING CORP. OPTION AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of Stock Options to purchase a number of Shares set forth below (th

Bylaws of the Company.

Exhibit 3.2 BY-LAWS OF CVENT HOLDING CORP. ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of Cvent Holding Corp. (the ?Corporation?) shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registered agent in Delaware. Section 1.2 Additional Offi

PAPAY TOPCO, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) Assets September 30, 2021 December 31, 2020 Current Assets: Cash and cash equivalents $ 115,406 $ 65,265 Restricted cash 103 205 Short-term invest

Exhibit 99.1 PAPAY TOPCO, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) (unaudited) Assets September 30, 2021 December 31, 2020 Current Assets: Cash and cash equivalents $ 115,406 $ 65,265 Restricted cash 103 205 Short-term investments 2,696 ? Accounts receivable, net of allowance of $3.0 million and $3.3 million, respectively 82,651 141,113 Capitalized

Certificate of Corporate Domestication of Dragoneer, filed with the Secretary of the State of Delaware

Exhibits 4.1 Delaware The First State Page 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF DOMESTICATION OF ?DRAGONEER GROWTH OPPORTUNITIES CORP II?, FILED IN THIS OFFICE THE EIGHTH DAY OF DECEMBER, A.D. 2021, AT 10:15 O?CLOCK A.M. /s/ Jeffrey W. Bullock Jeffrey W. Bullock, Secretary of State 6456

Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 3.2 BY-LAWS OF CVENT HOLDING CORP. ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of Cvent Holding Corp. (the ?Corporation?) shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registered agent in Delaware. Section 1.2 Additional Offi

Certificate of Incorporation of Cvent Holding Corp. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on December 14, 2021)

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CVENT HOLDING CORP. ARTICLE I NAME Section 1.1 Name. The name of the Corporation is Cvent Holding Corp. (the ?Corporation?). ARTICLE II REGISTERED AGENT Section 2.1 Address. The registered office of the Corporation in the State of Delaware is 251 Little Falls Drive, New Castle County Wilmington, Delaware 19808; and the name of the Corporation?s registere

Form of Indemnity Agreement by and between the Company and its directors and officers (incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.5 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2021 between Cvent Holding Corp., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protect

Investor Rights Agreement, dated as of December 8, 2021, by and among Cvent Holding Corp. and the stockholders named therein (incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.4 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of December 8, 2021 (the ?Effective Date?), by and among Cvent Holding Corp., a Delaware corporation, formerly Dragoneer Growth Opportunities Corp. II, a Cayman Island exempted company (the ?Company?), each of the Persons identified on the signature pages hereto under the heading ?V

Amended and Restated Registration Rights Agreement, by and among Cvent Holding Corp. and the investors named therein (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.3 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made as of December 8, 2021 among Cvent Holding Corp. (formerly known as Dragoneer Growth Opportunities Corp. II), a Delaware corporation (the ?Company?), and (i) each of the investors listed on the Schedule of Sponsor Investors attached hereto (the ?Sponsor

Second Amendment to the Amended and Restated Credit Agreement, dated November 18, 2021, by and among Cvent, Inc., Papay Holdco LLC, the other credit parties and lenders thereto and Goldman Sachs Bank USA (incorporated by reference to Exhibit 10.16 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.16 Execution Version SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 18, 2021 (this ?Agreement?), by and among Cvent, Inc., a Delaware corporation (the ?Borrower?), Papay Holdco, LLC, a Delaware limited liability company (?Holdings?), the other Credit Parties party hereto, the Lenders party he

PAPAY TOPCO, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) Assets September 30, 2021 December 31, 2020 Current Assets: Cash and cash equivalents $ 115,406 $ 65,265 Restricted cash 103 205 Short-term invest

Exhibit 99.1 PAPAY TOPCO, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) (unaudited) Assets September 30, 2021 December 31, 2020 Current Assets: Cash and cash equivalents $ 115,406 $ 65,265 Restricted cash 103 205 Short-term investments 2,696 ? Accounts receivable, net of allowance of $3.0 million and $3.3 million, respectively 82,651 141,113 Capitalized

List of Subsidiaries.

Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction CrowdCompass, LLC Delaware, USA Cvent Atlanta, LLC Delaware, USA Cvent Australia PTY Limited Australia Cvent Canada, Inc. Canada Cvent Deutschland GmbH Germany Cvent Espa?a 2019, S.L.U Spain Cvent Europe Ltd. England and Wales Cvent FZ-LLC Dubai Media City Freezone Cvent FZ-LLC Dubai Branch Dubai Media City Freezone Cvent India Pr

Letter from WithumSmith+Brown, PC to the SEC, dated December 14, 2021.

Exhibit 16.1 December 14, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Cvent Holding Corp. statements (formerly known as Dragoneer Growth Opportunities Corp. II) included under Item 4.01 of its Form 8-K dated December 14, 2021. We agree with the statements concerning our Firm under Item 4.01, in wh

Investor Rights Agreement, dated as of December 8, 2021, by and among Cvent Holding Corp. and the stockholders named therein.

Exhibit 10.4 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of December 8, 2021 (the ?Effective Date?), by and among Cvent Holding Corp., a Delaware corporation, formerly Dragoneer Growth Opportunities Corp. II, a Cayman Island exempted company (the ?Company?), each of the Persons identified on the signature pages hereto under the heading ?V

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2021 CVENT HOLDING CORP. (Exact name of registrant as specified in its charter) Delaware 001-39709 98-1560055 (State or Other Jurisdiction of Incorporation) (Commission Fi

Cvent Lists on the Nasdaq as “CVT” After Announcing Close of Business Combination with Dragoneer Growth Opportunities Corp. II

Exhibit 99.3 Cvent Lists on the Nasdaq as ?CVT? After Announcing Close of Business Combination with Dragoneer Growth Opportunities Corp. II Tysons, VA ? December 9, 2021 ? Cvent Holding Corp. (Nasdaq: CVT), a market-leading meetings, events and hospitality technology provider, and Dragoneer Growth Opportunities Corp. II (formerly Nasdaq: DGNS) (?Dragoneer?), today announced the completion of the b

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Current Report?) filed with the Securities and Exchange Commission (the ?SEC?) on December 14, 2021. Unless the context otherwise requires, the ?Company? refers to Cvent Holding Corp. (?New Cvent

Cvent Holding Corp. 2021 Equity Incentive Plan (incorporated by reference to Exhibit 10.6 to the Company’s Form 8-K filed on December 14, 2021).

Exhibit 10.6 CVENT HOLDING CORP. 2021 OMNIBUS INCENTIVE PLAN ARTICLE I PURPOSE; EFFECTIVE DATE; TERM Section 1.1 Purpose. The purpose of the Cvent Holding Corp. 2021 Omnibus Incentive Plan is to enhance the profitability and value of the Company for the benefit of its Stockholders by enabling the Company to offer Eligible Individuals stock- and cash-based incentives in order to attract, retain, an

Second Amendment to the Amended and Restated Credit Agreement, dated November 18, 2021, by and among Cvent, Inc., Papay Holdco LLC, the other credit parties and lenders thereto and Goldman Sachs Bank USA.

Exhibit 10.16 Execution Version SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 18, 2021 (this ?Agreement?), by and among Cvent, Inc., a Delaware corporation (the ?Borrower?), Papay Holdco, LLC, a Delaware limited liability company (?Holdings?), the other Credit Parties party hereto, the Lenders party he

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 7, 2021 DRAGONEER GROWTH O

425 1 d244539d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 7, 2021 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39709 98-1560055 (State or o

Dragoneer Growth Opportunities Corp. II Announces Shareholder Approval of Business Combination with Cvent

Exhibit 99.1 Dragoneer Growth Opportunities Corp. II Announces Shareholder Approval of Business Combination with Cvent San Francisco, CA (December 7, 2021) ? Dragoneer Growth Opportunities Corp. II (Nasdaq: DGNS) (?Dragoneer?), a publicly traded special purpose acquisition company, today announced that its shareholders approved the previously-announced business combination with Cvent, Inc. at an e

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commiss

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 7, 2021 Cvent Global Sourcing Metrics January ? November 2021 Published: December 7, 2021 CVENT GLOBAL SOURCING

Dragoneer Growth Opportunities Corp. II Announces Extension of Deadline to Withdraw Redemption Requests

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 7, 2021 Dragoneer Growth Opportunities Corp. II Announces Extension of Deadline to Withdraw Redemption Requests

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 7, 2021 DRAGONEER GROWTH OPPORTUNITIES CORP.

Transcript Accompanying Presentation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 3, 2021 Investor Broadcast December 2021 Disclaimers and Other Important Information Disclaimer This presentatio

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 1, 2021 Background/Product Road map/differentiation 1. So Reggie, Cvent was a public from August 2013 until Nove

Transcript Accompanying Presentation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 2, 2021 Given this, Cvent has the highest NPS for both its in-person as well as its virtual product in the inter

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Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 1, 2021 Cvent CEO & Founder, Reggie Aggarwal, on the Future of Meetings and Events and the Company?s Reentrance

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commiss

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 1, 2021 Investor Broadcast December 2021 Disclaimers and Other Important Information Disclaimer This presentatio

Cvent Announces New Independent Board Members for Post-Merger Company ~ New Board members announced in anticipation of Cvent and Dragoneer Growth Opportunities Corp. II merger completing in December ~ ~ Nominees bring extensive public company, techno

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 1, 2021 Cvent Announces New Independent Board Members for Post-Merger Company ~ New Board members announced in a

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (in thousands, except share and per share data) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue $ 134,058 $ 118,507 $ 374,159 $ 383,216 Cost of

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: December 1, 2021 On November 8, 2021, Cvent (the ?Company?) issued a press release announcing its financial results for t

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Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 30, 2021 Wells Fargo 5th Annual TMT Summit November 2021 Disclaimers and Other Important Information Disclaimer

Cvent Highlights Achievements Since Mid-Year 2021 Results and accolades demonstrate strong momentum and continued commitment to driving industry innovation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 29, 2021 Cvent Highlights Achievements Since Mid-Year 2021 Results and accolades demonstrate strong momentum and

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Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 29, 2021 John Jannarone: Hello, I?m John Jannarone, Editor-in-Chief of IPO Edge. We?re happy to welcome you to a

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 22, 2021 I hope things are going well. The last time we connected was in June/July so I thought it would be help

Cvent to Present at the 2021 Wells Fargo Virtual TMT Summit on December 1st

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 18, 2021 Cvent to Present at the 2021 Wells Fargo Virtual TMT Summit on December 1st Tysons, VA (November 18, 20

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 18, 2021 [JOHN] Reggie, walk me through how the meetings, events, and hospitality industry changed as a result o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ☐ TRANSITION REPORT PURSUA

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39709

Consent of Sanjeev Bansal

EX-99.6 2 d98874dex996.htm EX-99.6 Exhibit 99.6 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the “proxy statement/prospectus”), as filed with the U.S. Securities and Exchange Commission, as may be am

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 DRAGONE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39709 98-1560055 (State or other jurisdicti

Consent of Jim Frankola

Exhibit 99.8 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomin

Consent of David Breach

Exhibit 99.7 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomin

Consent of Marcela Martin

EX-99.9 5 d98874dex999.htm EX-99.9 Exhibit 99.9 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the “proxy statement/prospectus”), as filed with the U.S. Securities and Exchange Commission, as may be am

PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF DRAGONEER GROWTH OPPORTUNITIES CORP. II PROSPECTUS FOR 487,249,396 SHARES OF COMMON STOCK OF DRAGONEER GROWTH OPPORTUNITIES CORP. II (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE ST

Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-259894 PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF DRAGONEER GROWTH OPPORTUNITIES CORP. II PROSPECTUS FOR 487,249,396 SHARES OF COMMON STOCK OF DRAGONEER GROWTH OPPORTUNITIES CORP. II (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN THE STATE OF DELAWARE, WHICH WILL BE RENAMED CVENT HOLDING CORP. IN CONNECTIO

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39709 98-1560055 (State or other jurisdicti

Dragoneer Growth Opportunities Corp. II and Cvent Announce Effectiveness of Registration Statement and Special Meeting Date for Proposed Business Combination

Exhibit 99.1 Dragoneer Growth Opportunities Corp. II and Cvent Announce Effectiveness of Registration Statement and Special Meeting Date for Proposed Business Combination Tysons, VA (November 12, 2021)? Cvent Inc. (?Cvent?), a market-leading meetings, events, and hospitality technology provider and Dragoneer Growth Opportunities Corp. II (Nasdaq: DGNS) (?Dragoneer?), a special purpose acquisition

As filed with the Securities and Exchange Commission on November 12, 2021

As filed with the Securities and Exchange Commission on November 12, 2021 Registration No.

Consent of Nicolas Stahl

Exhibit 99.11 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomi

Consent of Sam Payton

EX-99.10 6 d98874dex9910.htm EX-99.10 Exhibit 99.10 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the “proxy statement/prospectus”), as filed with the U.S. Securities and Exchange Commission, as may b

Transcript Accompanying Presentation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 10, 2021 Business Update November 2021 Disclaimers and Other Important Information Disclaimer This presentation

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 8, 2021 APRIL (ICR): Good afternoon and thank you for joining us today to review Cvent?s third quarter 2021 fina

Cvent Announces Financial Results for Third Quarter 2021 Revenue of $134.1 Million Grows 13.1% Year-Over-Year

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 8, 2021 Cvent Announces Financial Results for Third Quarter 2021 Revenue of $134.1 Million Grows 13.1% Year-Over

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 5, 2021 Cvent Global Sourcing Metrics January ? October 2021 Published: November 5, 2021 CVENT GLOBAL SOURCING M

Transcript Accompanying Presentation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 3, 2021 Investor Roadshow November 2021 Disclaimers and Other Important Information Disclaimer This presentation

Transcript Accompanying Presentation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 1, 2021 Investor Roadshow November 2021 Disclaimers and Other Important Information Disclaimer This presentation

Cvent Schedules Third Quarter 2021 Earnings Conference Call for November 8, 2021

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: November 1, 2021 Cvent Schedules Third Quarter 2021 Earnings Conference Call for November 8, 2021 Tysons, VA? November 1,

DRAGONEER GROWTH OPPORTUNITIES CORP. II One Letterman Drive Building D, Suite M500 San Francisco, CA 94129 October 27, 2021

DRAGONEER GROWTH OPPORTUNITIES CORP. II One Letterman Drive Building D, Suite M500 San Francisco, CA 94129 October 27, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Matthew Crispino Jan Woo Re: Dragoneer Growth Opportunities Corp. II Registration Statement on Form S-4 File No. 333- 259894 Ladies and Gentlemen:

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 19, 2021 Analyst Day Presentation October 2021 Disclaimers and Other Important Information Disclaimer This presen

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 19, 2021 Mr. Aggarwal: April, thanks for kicking us off and thank you all for joining us! We are excited to tell

Annex A

S-4/A 1 d98874ds4a.htm S-4/A Table of Contents As filed with the U.S. Securities and Exchange Commission on October 19, 2021. No. 333-259894 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman I

Form of Certificate of Corporate Domestication of Dragoneer, to be filed with the Secretary of the State of Delaware.

EX-4.2 2 d98874dex42.htm EX-4.2 Exhibit 4.2 CERTIFICATE OF CORPORATE DOMESTICATION OF DRAGONEER GROWTH OPPORTUNITIES CORP. II Pursuant to Section 388 of the General Corporation Law of the State of Delaware (the “DGCL”) Dragoneer Growth Opportunities Corp. II, presently a Cayman Islands exempted company limited by shares (the “Company”), DOES HEREBY CERTIFY: 1. The Company was first incorporated on

Form of Restricted Share Award Agreement (incorporated by reference to Exhibit 10.22 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.22 Confidential CVENT HOLDING CORP. RESTRICTED SHARE AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of the number of Restricted Shares set fort

October 19, 2021

October 19, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

Form of RSU Award Agreement (Director) (incorporated by reference to Exhibit 10.23 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.23 Confidential CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the “Plan”), Cvent Holding Corp, a Delaware corporation (the “Company”), hereby grants to the individual listed below (“you” or the “Participant”) an award of RSUs set forth below. This award of RSUs (this “Award”

Form of Written Consent of the Stockholders of Papay Topco, Inc.

Exhibit 99.5 WRITTEN CONSENT OF STOCKHOLDERS OF PAPAY TOPCO, INC. IN LIEU OF A MEETING [], 2021 The undersigned, being holders (the ?Stockholders?) of the outstanding shares of capital stock of Papay Topco, Inc., a Delaware corporation (the ?Corporation?), having not less than the requisite number of issued and outstanding shares of the Corporation required to approve and adopt such matters in acc

Form of Option Award Agreement (incorporated by reference to Exhibit 10.25 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.25 Confidential CVENT HOLDING CORP. OPTION AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp, a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of Stock Options to purchase a number of Shares set fo

Form of Proxy for Extraordinary General Meeting.

Exhibit 99.4 DRAGONEER GROWTH OPPORTUNITIES CORP. II ONE LETTERMAN DRIVE BUILDING D, SUITE M500 SAN FRANCISCO, CA 94129 (415) 539-3099 VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 p.m. Eastern Time the day before the cut-off date or meeting date. Have your proxy card in

Form of RSU Award Agreement (Employee) (incorporated by reference to Exhibit 10.24 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.24 Confidential CVENT HOLDING CORP. RSU AWARD NOTICE Pursuant to the terms and conditions of the Cvent Holding Corp. 2021 Omnibus Incentive Plan, as amended from time to time (the ?Plan?), Cvent Holding Corp., a Delaware corporation (the ?Company?), hereby grants to the individual listed below (?you? or the ?Participant?) an award of RSUs set forth below. This award of RSUs (this ?Award

Cvent CONNECT® Europe Conference Brings Together Event and Hospitality Professionals In-Person and Online to Capitalise on Industry Transformation

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 18, 2021 Cvent CONNECT? Europe Conference Brings Together Event and Hospitality Professionals In-Person and Onlin

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 6, 2021 Cvent Global Sourcing Metrics January ? September 2021 Published: October 6, 2021 CVENT GLOBAL SOURCING M

Cvent 2021 Planner Sourcing Report: Europe Edition Reveals 8 in 10 Planners Across the UK and Europe Are Sourcing In-person Events With Nearly Half Organising Hybrid Events Call to action for venues to provide enhanced support including hybrid-ready

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 6, 2021 Cvent 2021 Planner Sourcing Report: Europe Edition Reveals 8 in 10 Planners Across the UK and Europe Are

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 5, 2021 We have vaulted 5 years forward in consumer and business?digital adoption in a matter of around 8 weeks.

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 5, 2021 Good morning??. London! And for the thousands of you watching online across Europe and around the world?.

Cvent CEO & Founder Reggie Aggarwal Highlights Four Key Pillars Defining the New Events Landscape on Main Stage at Cvent CONNECT® Europe

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: October 5, 2021 Cvent CEO & Founder Reggie Aggarwal Highlights Four Key Pillars Defining the New Events Landscape on Main

List of subsidiaries of Dragoneer.

Exhibit 21.1 LIST OF SUBSIDIARIES Entity Jurisdiction Redwood Opportunity Merger Sub, Inc. Delaware Redwood Merger Sub LLC Delaware

Form of Indemnity Agreement.

Exhibit 10.8 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2021 between Cvent Holding Corp., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protect

Consent of Maneet Saroya to be named as a director

Exhibit 99.3 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomin

Amended and Restated Credit Agreement, dated as of November 30, 2017 (the “Amended and Restated Credit Agreement”), by and among Cvent, Inc., as Borrower, Papay Holdco, LLC, as a Guarantor, each of the other Guarantors party thereto, the Lenders and Issuing Banks from time to time party thereto, and Goldman Sachs Bank USA, as Administrative Agent, Collateral Agent, Swing Line Lender and Issuing Bank (incorporated by reference to Exhibit 10.10 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.10 EXECUTION VERSION AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 30, 2017, among CVENT, INC., as Borrower, PAP AY HOLDCO, LLC, as Holdings, THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, GOLDMAN SACHS BANK USA, as Administrative Agent and Collateral Agent and as a Joint Lead Arranger and Joint Bookrunner, and ANTARES CAPIT

First Amendment to Amended and Restated Credit Agreement, dated as of April 16, 2021, by and among Cvent, Inc., Papay Holdco, LLC, the other Credit Parties thereto, the Extending Lenders, the Issuing Bank, the Swing Line Lender, and Goldman Sachs Bank USA, as Administrative Agent (incorporated by reference to Exhibit 10.11 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.11 EXECUTION VERSION FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 16, 2021 (this ?Agreement?), by and among Cvent, Inc., a Delaware corporation (the ?Borrower?), Papay Holdco, LLC, a Delaware limited liability company (?Holdings?), the other Credit Parties party hereto, the Extending Lenders (as

Letter Agreement, dated as of June 6, 2017, between Cvent, Inc. and Charles Ghoorah (incorporated by reference to Exhibit 10.15 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.15 June 6, 2017 Charles Ghoorah [***] Re: Employment with Cvent, Inc. Dear Charles: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company?s name may change from time to time and such company?s successors and assigns, the ?Company?). It sets forth the terms of your continued employment by the Company, which shall be effective as of the closing (the ?

Master Services Agreement, effective as of November 29, 2016, by and between Vista Consulting Group, LLC and Cvent, Inc. (incorporated by reference to Exhibit 10.20 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.20 MASTER SERVICES AGREEMENT This Master Services Agreement (this ?Agreement?) is made and effective as of November 29, 2016 (the ?Effective Date?) by and between Vista Consulting Group, LLC (?VCG?) and Cvent, Inc., a Delaware corporation (?Service Recipient?). Each of VCG and Service Recipient may be referred to herein as a ?Party? or the ?Parties?. WHEREAS, VCG provides certain profes

Papay Topco, Inc. 2017 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.21 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.21 PAPAY TOPCO, INC. LONG-TERM INCENTIVE PLAN May 26, 2017 1. Purpose of Plan. This Long-Term Incentive Plan (the ?Plan?) of Papay Topco, Inc., a Delaware corporation and indirect parent of Cvent, Inc. (the ?Company?), is designed to provide Incentives to such present and future employees, directors, officers, or managers of the Company or its Subsidiaries (?Participants?), as may be se

Letter Agreement, dated as of June 6, 2017, between Cvent, Inc. and Rajeev Aggarwal (incorporated by reference to Exhibit 10.14 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.14 June 6, 2017 Rajeev Aggarwal [***] Re: Employment with Cvent, Inc. Dear Reggie: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company?s name may change from time to time and such company?s successors and assigns, the ?Company?). It sets forth the terms of your continued employment by the Company, which shall be effective as of the closing (the ?C

Letter Agreement, dated as of October 3, 2020, between Cvent, Inc. and William Newman (incorporated by reference to Exhibit 10.17 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.17 October 3, 2020 William J. Newman, III [***] Re: Employment with Cvent, Inc. Dear Billy: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company?s name may change from time to time and such company?s successors and assigns, the ?Company?). It sets forth the terms of your continued employment by the Company. We are very excited about your continued

11

September 29, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

Incremental Facility Assumption Agreement No. 1, dated as of October 16, 2018, by and among Cvent, Inc., Papay Holdco, LLC, the other Credit Parties thereto, each of the financial institutions party thereto as lenders, and Goldman Sachs Bank USA, as Administrative Agent (incorporated by reference to Exhibit 10.12 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.12 Execution Version INCREMENTAL FACILITY ASSUMPTION AGREEMENT NO. 1 This INCREMENTAL FACILITY ASSUMPTION AGREEMENT NO. 1 (this ?Agreement?), dated as of October 16, 2018, is made by and among Cvent, Inc., a Delaware corporation (?Borrower?). Papay Holdco, LLC, a Delaware limited liability company (?Holdings?), the other Credit Parties party hereto, each of the financial institutions pa

Consent of Rajeev Aggarwal to be named as a director

Exhibit 99.1 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomin

Papay Topco, Inc. 2017 Stock Option Plan (incorporated by reference to Exhibit 10.19 to Dragoneer’s Proxy Statement/Prospectus/Consent Solicitation filed on November 12, 2021).

Exhibit 10.19 PAPAY TOPCO, INC. 2017 STOCK OPTION PLAN 1. Purpose of Plan. This 2017 Stock Option Plan (the ?Plan?) of Papay Topco, Inc., a Delaware corporation (the ?Company?), is designed to provide incentives to such present and future employees, directors, officers, consultants or advisors of the Company or its subsidiaries (?Participants?), as may be selected in the sole discretion of the Com

As filed with the U.S. Securities and Exchange Commission on September 29, 2021. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DRAGONEER GROWTH OPPORT

Table of Contents As filed with the U.S. Securities and Exchange Commission on September 29, 2021. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman Islands* 6770 98-1560055 (State or other jurisdiction

Consent of Betty Hung to be named as a director

Exhibit 99.2 Consent of Person to be Named as Director Pursuant to Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the proxy statement/prospectus on Form S-4 of Dragoneer Growth Opportunities Corp. II (the ?proxy statement/prospectus?), as filed with the U.S. Securities and Exchange Commission, as may be amended from time to time, as a nomin

Power of Attorney (included on signature page to the initial filing of the Registration Statement).

Exhibit 24.1 SIGNATURES Pursuant to the requirements of the Securities Act, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Francisco, State of California on the 13th day of September, 2021. DRAGONEER GROWTH OPPORTUNITIES CORP. II By: /s/ Marc Stad Name: Marc Stad Title: Chief Executive Officer

Letter Agreement, dated as of June 6, 2017, between Cvent, Inc. and David Quattrone (incorporated by reference to Exhibit 10.16 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.16 June 6, 2017 David Quattrone [***] Re: Employment with Cvent, Inc. Dear Billy: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company?s name may change from time to time and such company?s successors and assigns, the ?Company?). It sets forth the terms of your continued employment by the Company, which shall be effective as of the closing (the ?Cl

Incremental Facility Assumption Agreement No. 2, dated as of October 26, 2018, by and among Cvent, Inc., Papay Holdco, LLC, the other Credit Parties thereto, each of the financial institutions party thereto as lenders, and Goldman Sachs Bank USA, as Administrative Agent (incorporated by reference to Exhibit 10.13 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.13 EXECUTION VERSION INCREMENTAL FACILITY ASSUMPTION AGREEMENT NO. 2 This INCREMENTAL FACILITY ASSUMPTION AGREEMENT NO. 2 (this ?Agreement?), dated as of October 26, 2018, is made by and among Cvent, Inc., a Delaware corporation (?Borrower?), Papay Holdco, LLC, a Delaware limited liability company (?Holdings?), the other Credit Parties party hereto, each of the financial institutions pa

Letter Agreement, dated as of June 6, 2017, between Cvent, Inc. and Lawrence Samuelson (incorporated by reference to Exhibit 10.18 of the Proxy Statement/Prospectus/Consent Solicitation).

Exhibit 10.18 June 6, 2017 Lawrence Samuelson [***] Re: Employment with Cvent, Inc. Dear Lawrence: This is your employment agreement with Cvent, Inc., a Delaware corporation (as such company?s name may change from time to time and such company?s successors and assigns, the ?Company?). It sets forth the terms of your continued employment by the Company, which shall be effective as of the closing (t

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: September 24, 2021 Welcome Reggie. As many of you are aware, Reggie is taking Cvent public by the end of the year, with p

Filed by Dragoneer Growth Opportunities Corp. II

425 Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: September 7, 2021 Cvent Global Sourcing Metrics January – August 2021 Published: September 7, 2021Cvent Global Sourci

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: August 26, 2021 Cvent Global Sourcing Metrics January – July 2021 Published: August 26, 2021Cvent Global Sourcing Metrics

DGNS / Dragoneer Growth Opportunities Corp II / Weiss Asset Management LP Passive Investment

=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

As submitted confidentially with the U.S. Securities and Exchange Commission on August 20, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictl

Table of Contents As submitted confidentially with the U.S. Securities and Exchange Commission on August 20, 2021. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39709 DRAG

Cvent CONNECT Conference Brings Together Thousands In-Person & Online to Capitalize on Transformation of Trillion-Dollar Meetings & Events Industry Cvent CEO & Founder Reggie Aggarwal shares insights on pandemic-driven innovation and evolution that h

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: August 4, 2021 Cvent CONNECT Conference Brings Together Thousands In-Person & Online to Capitalize on Transformation of T

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: August 3, 2021 [SLIDE 1] Good morning??.. Las Vegas! [PAUSE, CLAP] Man, it feels good to be up here! And it just feels so

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: August 3, 2021 We have vaulted 5 years forward in consumer and business digital adoption - in a matter of around 8 weeks.

2

425 1 d200086d425.htm 425 Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 A LW AY S i n o u r H E A R T S Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: July 27, 2021 S a n j a y P a l S o n a l i S h a h i K a u s h

EMAIL SUBJECT:

EX-99.6 8 d66860dex996.htm EX-99.6 Exhibit 99.6 EMAIL SUBJECT: Cvent Plans to Go Public! FROM: Reggie’s Alias Dear XYZ, As a valued Cvent partner, I wanted to take a moment to personally share some exciting news with you. Today, we are proud to announce a momentous milestone for Cvent as we plan to go public by merging with Dragoneer Growth Opportunities Corp. II (Nasdaq: DGNS). When we complete t

To: All Users Global

Exhibit 99.4 To: All Users Global From: Reggie Aggarwal, Cvent CEO & Founder Subject: Cvent Plans to Go Public on Nasdaq! Cvent Nation, I’m thrilled to share with you all that Cvent has announced our intent to become a publicly traded company through a business combination agreement with Dragoneer Growth Opportunities Corp. II, a special purpose acquisition company (SPAC). This is a tremendous mil

Filed by Dragoneer Growth Opportunities Corp. II

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: July 23, 2021 ? LinkedIn ? Cvent, a Vista company and market-leading meetings, events and hospitality technology provider

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2021 DRAGONEER GROWTH OPPORTUNITIES CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-39709 98-1560055 (State or other jurisdiction o

Cvent, a Leading Enterprise Event Technology Provider, to Become Publicly Traded After Combining with Dragoneer Growth Opportunities Corp. II • With more than 20 years of meeting, event, and hospitality technology leadership and an established custom

Exhibit 99.1 Cvent, a Leading Enterprise Event Technology Provider, to Become Publicly Traded After Combining with Dragoneer Growth Opportunities Corp. II ? With more than 20 years of meeting, event, and hospitality technology leadership and an established customer base, Cvent has momentum to win substantial market share in the nearly $30 billion market for in-person, virtual, and hybrid events. ?

Disclaimers and Other Important Information Disclaimer This investor presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a po

EX-99.3 5 d66860dex993.htm EX-99.3 Exhibit 99.3 Company Overview July 2021Exhibit 99.3 Company Overview July 2021 Disclaimers and Other Important Information Disclaimer This investor presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between

Cvent/Dragoneer Announcement FAQ

Exhibit 99.7 Cvent/Dragoneer Announcement FAQ What was the significance of today?s announcement? Cvent is going public through a business combination with Dragoneer Growth Opportunities II, a publicly traded special purpose acquisition company (SPAC). After the transaction closes ? expected sometime in Q4 2021 ? Cvent will become a public company trading under the symbol ?CVT? on Nasdaq. What were

Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group

Exhibit 99.2 Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group Hi. I’m Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group. I’m pleased to be here today to announce the merger of Cvent with Dragoneer Growth Opportunities Corp. II SPAC and to introduce Cvent CEO and Founder Reggie Aggarwal as well as Senior Vice President and CFO Billy Newman. The core tenant

Top Link Header “Cvent Announces Plans to Go Public”

Exhibit 99.8 Top Link Header ?Cvent Announces Plans to Go Public? Sub head: A letter from CEO & Founder Reggie Aggarwal July 23, 2021 - Today, we are proud to announce a momentous milestone for Cvent as we plan to merge with public company Dragoneer Growth Opportunities Corp. II (Nasdaq: DGNS). Upon completion of the proposed transaction, Cvent will become a public company trading under the ticker

Cvent/Dragoneer Announcement FAQ

Exhibit 99.7 Cvent/Dragoneer Announcement FAQ What was the significance of today?s announcement? Cvent is going public through a business combination with Dragoneer Growth Opportunities II, a publicly traded special purpose acquisition company (SPAC). After the transaction closes ? expected sometime in Q4 2021 ? Cvent will become a public company trading under the symbol ?CVT? on Nasdaq. What were

Cvent, a Leading Enterprise Event Technology Provider, to Become Publicly Traded After Combining with Dragoneer Growth Opportunities Corp. II • With more than 20 years of meeting, event, and hospitality technology leadership and an established custom

Filed by Dragoneer Growth Opportunities Corp. II Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Dragoneer Growth Opportunities Corp. II Commission File No. 001-39709 Date: July 23, 2021 Cvent Brand Channels ? Share press release on Cvent Newsroom ? LinkedIn/Facebook: Exciting times at Cvent ?

Cvent, a Leading Enterprise Event Technology Provider, to Become Publicly Traded After Combining with Dragoneer Growth Opportunities Corp. II • With more than 20 years of meeting, event, and hospitality technology leadership and an established custom

Exhibit 99.1 Cvent, a Leading Enterprise Event Technology Provider, to Become Publicly Traded After Combining with Dragoneer Growth Opportunities Corp. II ? With more than 20 years of meeting, event, and hospitality technology leadership and an established customer base, Cvent has momentum to win substantial market share in the nearly $30 billion market for in-person, virtual, and hybrid events. ?

Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group

Exhibit 99.2 Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group Hi. I?m Marc Stad, Founder and Portfolio Manager of Dragoneer Investment Group. I?m pleased to be here today to announce the merger of Cvent with Dragoneer Growth Opportunities Corp. II SPAC and to introduce Cvent CEO and Founder Reggie Aggarwal as well as Senior Vice President and CFO Billy Newman. The core tenant