--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-23-040969" form_type: "8-K" ticker: null cik: "0001543916" company_name: "ForgeRock, Inc." filed_at: "2023-08-23T23:59:59+00:00" generated_at: "2026-06-11T04:47:05.243224+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Thoma Bravo completes $2.3B acquisition of ForgeRock; combines into Ping Identity ## Summary - Acquisition closed at $23.25 per share in cash; total enterprise value approximately $2.3 billion. - ForgeRock combined into Ping Identity to enhance identity and access management offerings. - ForgeRock class A common stock delisted from NYSE; stockholders received $23.25 per share. - All prior directors replaced by Seth Boro and Kenneth 'Chip' Virnig upon closing of merger. - Outstanding credit agreement with TriplePoint Venture Growth BDC Corp. repaid and terminated. ## SEC filing metadata - accession: 0001140361-23-040969 - form_type: 8-K - cik: 0001543916 - company_name: ForgeRock, Inc. - filed_at: 2023-08-23T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/brhc20057813_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-23-040969 - JSON: https://secwatch.observer/filing/0001140361-23-040969.json - Plain text: https://secwatch.observer/filing/0001140361-23-040969.txt ## Key facts - Executive change Rinki Sethi departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Maria Walker departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Seth Boro was appointed as Director at ForgeRock, Inc.. - Action: became - Role: Director source text: At the Effective Time, Seth Boro and Kenneth “Chip” Virnig became the directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Bruce Golden departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Kenneth "Chip" Virnig was appointed as Director at ForgeRock, Inc.. - Action: became - Role: Director source text: At the Effective Time, Seth Boro and Kenneth “Chip” Virnig became the directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Johanna Flower departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Alex Ott departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Dave Welsh departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Warren Weiss departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Jeff Parks departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Arun Mathew departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Executive change Francis Rosch departed as Director at ForgeRock, Inc.. - Action: ceased - Role: Director source text: At the Effective Time, pursuant to the Merger Agreement, Francis Rosch, Johanna Flower, Bruce Golden, Arun Mathew, Alex Ott, Jeff Parks, Rinki Sethi, Maria Walker, Warren Weiss and Dave Welsh, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director of the Company and a member of any committee of the Company’s Board of Directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - M&A Transactions ForgeRock, Inc. completed an acquisition involving Thoma Bravo for approximately $2.3 billion. - Action: acquisition - Counterparty: Thoma Bravo - Consideration: approximately $2.3 billion source text: Thoma Bravo and ForgeRock today announced the completion of Thoma Bravo’s acquisition of ForgeRock in an all-cash transaction valued at approximately $2.3 billion. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - M&A Transactions ForgeRock, Inc. underwent a change of control involving Project Fortress Parent, LLC for $23.25 in cash for each share (closed 2023-08-23). - Action: change of control - Counterparty: Project Fortress Parent, LLC - Consideration: $23.25 in cash for each share - Closing: 2023-08-23 source text: stockholders at ForgeRock’s Special Meeting of Stockholders held on January 12, 2023. Upon completion of the acquisition, ForgeRock stockholders are entitled to receive $23.25 in cash for each share of ForgeRock class A common stock and class B common stock they owned. ForgeRock’s class A common stock will no longer trade and will be delisted from the evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm - Material Agreements ForgeRock, Inc. terminated Amended and Restated Plain English Growth Capital Loan and Security Agreement with TriplePoint Venture Growth BDC Corp.. - Action: termination - Agreement: credit facility - Counterparty: TriplePoint Venture Growth BDC Corp. source text: Concurrently with the closing of the Merger, the Company repaid all obligations outstanding under, and concurrently terminated, the Amended and Restated Plain English Growth Capital Loan and Security Agreement, dated as of March 11, 2020, by and among the Company, as a borrower, ForgeRock US, Inc., as a borrower, ForgeRock Limited, as a borrower, TriplePoint Venture Growth BDC Corp., as a lender and as the collateral agent, and Triple Point Capital LLC, as a lender, as such agreement was amended, restated, supplemented or otherwise modified from time to time. evidence_url: https://www.sec.gov/Archives/edgar/data/1543916/000114036123040969/0001140361-23-040969-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.