---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-257230"
form_type: "8-K"
ticker: null
cik: "0001841804"
company_name: "INSTRUCTURE HOLDINGS, INC."
filed_at: "2024-11-13T23:59:59+00:00"
generated_at: "2026-05-30T01:04:47.058743+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# KKR and Dragoneer complete $4.8B acquisition of Instructure at $23.60 per share

## Summary
- All-cash transaction valued at ~$4.8B enterprise value; shareholders receive $23.60 per share.
- Instructure common stock ceased trading on NYSE; company is now privately held.
- Board of directors resigned; Steve Daly remains as CEO; other officers continue.
- Credit agreement with JPMorgan terminated and repaid in full at closing.
- Company aims for $1B revenue by 2028 with KKR and Dragoneer support.

## SEC filing metadata
- accession: 0001193125-24-257230
- form_type: 8-K
- cik: 0001841804
- company_name: INSTRUCTURE HOLDINGS, INC.
- filed_at: 2024-11-13T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.03, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/d878225d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-257230
- JSON: https://secwatch.observer/filing/0001193125-24-257230.json
- Plain text: https://secwatch.observer/filing/0001193125-24-257230.txt

## Key facts
- Executive change
  Lloyd Waterhouse resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  Erik Akopiantz resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  Brian Jaffee resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  Ossa Fisher resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  Holden Spaht resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  Charles Goodman resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Executive change
  James Hutter resigned as director at INSTRUCTURE HOLDINGS, INC..
  - Action: resigned
  - Role: director
  source text: Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm
- Governance Changes
  INSTRUCTURE HOLDINGS, INC.: The Company's certificate of incorporation and bylaws were amended and restated in their entirety in connection with the Merger.
  - Change: bylaw amendment
  source text: In connection with the consummation of the Merger, and as of the Effective Time, the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the Effective Time, were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, and are incorporated herein by reference.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1841804/000119312524257230/0001193125-24-257230-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.