| Item 1. | |
| (a) | Name of issuer:
Docebo Inc. |
| (b) | Address of issuer's principal executive offices:
366 Adelaide St. West, Suite 701, Toronto, Ontario, Canada M5V 1R7 |
| Item 2. | |
| (a) | Name of person filing:
This statement is being jointly filed by each of the persons below pursuant to Rule 13d-1(k) promulgated by the SEC pursuant to Section 13 of the Act, all of whom together are referred to herein as the "Reporting Persons":
(i) WPGG 14 Investment Ltd. IV
(ii) Warburg Pincus (Callisto) Global Growth 14 (Cayman), L.P.
(iii) Warburg Pincus (Europa) Global Growth 14 (Cayman), L.P.
(iv) Warburg Pincus Global Growth 14-B (Cayman), L.P.
(v) Warburg Pincus Global Growth 14-E (Cayman), L.P.
(vi) Warburg Pincus Global Growth 14 Partners (Cayman), L.P.
(vii) WP Global Growth 14 Partners (Cayman), L.P.
(viii) Warburg Pincus (Cayman) Global Growth 14 GP, L.P.
(ix) Warburg Pincus (Cayman) Global Growth 14 GP LLC
(x) Warburg Pincus Partners II (Cayman), L.P.
(xi) Warburg Pincus (Bermuda) Private Equity GP Ltd. |
| (b) | Address or principal business office or, if none, residence:
C/O Warburg Pincus LLC
450 Lexington Ave
New York, NY, 10017 |
| (c) | Citizenship:
See responses to Item 4 on each cover page. |
| (d) | Title of class of securities:
Common Shares, no par value |
| (e) | CUSIP No.:
25609L105 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
See responses to Item 9 on each cover page.
The reported amounts and percentages give effect to the sale of all previously reported Common Shares, which sale is expected to close on February 27, 2026, pursuant to the November 27, 2025 Agreement of Purchase and Sale between Intercap Equity Inc. and WPGG 14 Investment Ltd. IV, which ceased to be subject to material closing conditions on February 9, 2026. Accordingly, this Statement is a voluntary filing. |
| (b) | Percent of class:
See responses to Item 11 on each cover page. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See responses to Item 5 on each cover page.
|
| | (ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each cover page.
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| | (iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each cover page.
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| | (iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each cover page.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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