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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001193125-24-236789 0001850753 XXXXXXXX LIVE 1 Common Stock 12/24/2024 false 0001835256 26414D106 The Duckhorn Portfolio, Inc. 1201 Dowdell Lane St. Helena CA 94574 Drew Weilbacher (415) 217-2300 1100 Larkspur Landing Circle Suite 360 Larkspur CA 94574 Tristan VanDeventer (212) 596-9361 Ropes & Gray LLP 800 Boylston Street Boston MA 02199 0001850753 N Mallard Holdco, LLC b OO N DE 0 0 0 0 0 N 0 CO Common Stock The Duckhorn Portfolio, Inc. 1201 Dowdell Lane St. Helena CA 94574 This Amendment No. 1 ("Amendment No. 1") to Schedule 13D supplements and amends the initial Schedule 13D originally filed by the undersigned with the SEC on October 11, 2024. Information reported in the Original Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment No. 1. Capitalized terms used but not defined in this Amendment No. 1 have the respective meanings set forth in the Original Schedule 13D. All references in the Original Schedule 13D and this Amendment No. 1 shall be deemed to refer to the Schedule 13D as amended and supplemented by this Amendment No. 1. Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following at the end of Item 4: On December 24, 2024, Merger Sub merged with and into the Issuer on the terms and conditions set forth in the Merger Agreement, with the Company surviving the Merger as a wholly owned subsidiary of Parent. In connection with the completion of the Merger, each share of Common Stock was cancelled and extinguished and automatically converted into the right to receive cash in an amount equal to $11.10, without interest. As a result of the Merger, the Company's Common Stock ceased to trade on the New York Stock Exchange prior to the opening of trading on December 24, 2024 and became eligible for delisting from the New York Stock Exchange and termination of registration pursuant to Rules 12g-4(a)(1) and 12h-3(b)(1)(i) of the Act. Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows: (a)-(b) As a result of the closing of the Merger as described in Item 4, the Reporting Person ceased to beneficially own any Common Stock or to have voting or dispositive power with respect to any Common Stock. The responses of the Reporting Person with respect to Rows 7 through 13 of the cover page to this Schedule 13D are incorporated herein by reference. (c) Except as set forth in this Amendment No. 1, the Reporting Person has not engaged in any transactions in the Issuer's securities during the past 60 days prior to the obligation to file this Schedule 13D. (d) To the best knowledge of the Reporting Person, no one other than the Reporting Person, or the partners, members, affiliates or shareholders of the Reporting Person, is known to have the right to receive, or the power to direct the receipt of, dividends from, or proceeds from the sale of, the shares of Common Stock reported herein as beneficially owned by the Reporting Person. (e) The Reporting Person ceased to be, collectively with the other members of the purported "group" described in Item (5)(a)-(b), the beneficial owners of more than five percent of the Common Stock on December 24, 2024. Mallard Holdco, LLC /s/ Drew Weilbacher Drew Weilbacher, Authorized Signatory 12/27/2024