Beneficial Ownership Report · SCHEDULE 13D/A

N-able, Inc.

NABLNYSEEQUITYCurrent

Beneficial Ownership Report

Filed Nov 9, 2026Accepted Nov 9, 2026, 4:30 PM ESTFiling CIK 1834488Accession 0001193125-26-453694

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Structured filing — SCHEDULE 13D/A

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Amendment · This filing reports the amendment as submitted.

Subject company

Company: N-able, Inc.
Company CIK: 0001834488
Street: 30 Corporate Drive
Street (continued): Suite 400
City: Burlington
State / country code: MA
Postal code: 01803

Statement details

Amendment number: 3
Security class: Common stock, par value $0.001 per share
Event date: 11/05/2026
Previously filed indication: false

Authorized notification person 1

Name: Steven Schwab
Phone: (312) 254-3300
Street: 110 N. Wacker Drive
Street (continued): 32nd Floor
City: Chicago
State / country code: IL
Postal code: 60606

Reporting person 1

Name: Thoma Bravo Fund XI, L.P.
Reporting person CIK: 0001606286
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 16,333,201
Percent of class: 9.2
Sole voting power: 0
Shared voting power: 16,333,201
Sole dispositive power: 0
Shared dispositive power: 16,333,201
Aggregate excludes certain shares: N

Reporting person 2

Name: Thoma Bravo Fund XI-A, L.P.
Reporting person CIK: 0001606287
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 8,202,937
Percent of class: 4.6
Sole voting power: 0
Shared voting power: 8,202,937
Sole dispositive power: 0
Shared dispositive power: 8,202,937
Aggregate excludes certain shares: N

Reporting person 3

Name: Thoma Bravo Executive Fund XI, L.P.
Reporting person CIK: 0001606288
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 360,326
Percent of class: 0.2
Sole voting power: 0
Shared voting power: 360,326
Sole dispositive power: 0
Shared dispositive power: 360,326
Aggregate excludes certain shares: N

Reporting person 4

Name: Thoma Bravo Fund XII, L.P.
Reporting person CIK: 0001666742
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 8,079,625
Percent of class: 4.6
Sole voting power: 0
Shared voting power: 8,079,625
Sole dispositive power: 0
Shared dispositive power: 8,079,625
Aggregate excludes certain shares: N

Reporting person 5

Name: Thoma Bravo Fund XII-A, L.P.
Reporting person CIK: 0001666747
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 7,145,401
Percent of class: 4.0
Sole voting power: 0
Shared voting power: 7,145,401
Sole dispositive power: 0
Shared dispositive power: 7,145,401
Aggregate excludes certain shares: N

Reporting person 6

Name: Thoma Bravo Executive Fund XII, L.P.
Reporting person CIK: 0001666745
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 79,070
Percent of class: 0.0
Sole voting power: 0
Shared voting power: 79,070
Sole dispositive power: 0
Shared dispositive power: 79,070
Aggregate excludes certain shares: N

Reporting person 7

Name: Thoma Bravo Executive Fund XII-A, L.P.
Reporting person CIK: 0001680073
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 70,260
Percent of class: 0.0
Sole voting power: 0
Shared voting power: 70,260
Sole dispositive power: 0
Shared dispositive power: 70,260
Aggregate excludes certain shares: N

Reporting person 8

Name: Thoma Bravo Special Opportunities Fund II, L.P.
Reporting person CIK: 0001634641
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 6,610,607
Percent of class: 3.7
Sole voting power: 0
Shared voting power: 6,610,607
Sole dispositive power: 0
Shared dispositive power: 6,610,607
Aggregate excludes certain shares: N

Reporting person 9

Name: Thoma Bravo Special Opportunities Fund II-A, L.P.
Reporting person CIK: 0001634649
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 3,209,216
Percent of class: 1.8
Sole voting power: 0
Shared voting power: 3,209,216
Sole dispositive power: 0
Shared dispositive power: 3,209,216
Aggregate excludes certain shares: N

Reporting person 10

Name: Thoma Bravo Partners XI, L.P.
Reporting person CIK: 0001722232
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 34,716,287
Percent of class: 19.6
Sole voting power: 0
Shared voting power: 34,716,287
Sole dispositive power: 0
Shared dispositive power: 34,716,287
Aggregate excludes certain shares: N

Reporting person 11

Name: Thoma Bravo Partners XII, L.P.
Reporting person CIK: 0001756435
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 15,374,356
Percent of class: 8.7
Sole voting power: 0
Shared voting power: 15,374,356
Sole dispositive power: 0
Shared dispositive power: 15,374,356
Aggregate excludes certain shares: N

Reporting person 12

Name: Thoma Bravo UGP, LLC
Reporting person CIK: 0001813487
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 50,090,643
Percent of class: 28.3
Sole voting power: 0
Shared voting power: 50,090,643
Sole dispositive power: 0
Shared dispositive power: 50,090,643
Aggregate excludes certain shares: N

Item 1

Issuer

N-able, Inc.

Security title

Common stock, par value $0.001 per share

Principal address

Comment

This Amendment No. 3 amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on July 29, 2021 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed with the SEC on December 20, 2021 ("Amendment No. 1") and Amendment No. 2 filed with the SEC on November 12, 2024 ("Amendment No. 2" and, together with the Original Schedule 13D and Amendment No. 1, the "Schedule 13D"). Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Original Schedule 13D.

Item 4

Purpose of transaction

Item 4 of the Original Schedule 13D is hereby amended and supplemented as follows: The information set forth or incorporated by reference in Item 6 of this Schedule 13D is incorporated by reference in its entirety into this Item 4.

Item 5

Number of shares

By virtue of the relationship among the Reporting Persons described in Item 2, each such Reporting Person may be deemed to share the power to vote or direct the vote and to share the power to dispose of or direct the disposition of the 50,090,643 shares of Common Stock as set forth in rows 7, 8, 9, 10, 11 and 13 of each of the cover pages of this Schedule 13D.

Transactions

None of the Reporting Persons has effected any transactions in the Common Stock during the past 60 days.

Percentage of class

Items 5(a) and 5(b) of the Original Schedule 13D are hereby amended and supplemented as follows: The information contained in rows 7, 8, 9, 10, 11 and 13 on each of the cover pages of this Schedule 13D and the information set forth or incorporated in Item 6 is incorporated by reference in its entirety into this Item 5. In the aggregate, the Reporting Persons beneficially own 50,090,643 shares of Common Stock, or 28.3% of the Common Stock outstanding. Calculations of beneficial ownership are based on 176,719,518 shares of Common Stock of the Issuer outstanding as of November 2, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on November 5, 2026, and this statement is being filed to reflect a change in beneficial ownership resulting solely from the change in the Issuer's outstanding shares. Certain of the Reporting Persons and certain affiliates of Silver Lake Group, L.L.C. ("Silver Lake") (collectively, the "Stockholders") are parties to the Stockholders' Agreement described in Item 6 of the Original Schedule 13D (the "Stockholders' Agreement"), which contains, among other things, certain provisions relating to coordination of the voting of securities of the Issuer by the parties thereto. By virtue of the Stockholders' Agreement and the obligations and rights thereunder, the Reporting Persons acknowledge and agree that they are acting as a "group" with the other Stockholders within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Based in part on information provided by or on behalf of the other Stockholders, such a "group" would be deemed to beneficially own an aggregate of 111,564,512 shares of Common Stock, or 63.1% of the total number of shares outstanding. The Reporting Persons expressly disclaim beneficial ownership over any shares of Common Stock that they may be deemed to beneficially own solely by reason of the Stockholders' Agreement. Pursuant to Rule 13d-4 of the Act, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this statement held by any other person. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this Schedule 13D.

Item 7

Filed exhibits

Exhibit 1 - Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act (incorporated herein by reference to Exhibit 1 of the Schedule 13D filed by the Reporting Persons on July 29, 2021).

Signature comments

Thoma Bravo Fund XI, L.P., Thoma Bravo Fund XI-A, L.P., Thoma Bravo Executive Fund XI, L.P., Thoma Bravo Special Opportunities Fund II, L.P. and Thoma Bravo Special Opportunities Fund II-A, L.P.: By: Thoma Bravo Partners XI, L.P., its General Partner; By: Thoma Bravo UGP XI, LLC, its General Partner; By: Thoma Bravo UGP, LLC, its Managing Member. Thoma Bravo Fund XII, L.P., Thoma Bravo Fund XII-A, L.P., Thoma Bravo Executive Fund XII, L.P. and Thoma Bravo Executive Fund XII-A, L.P.: By: Thoma Bravo Partners XII, L.P., its General Partner; By: Thoma Bravo UGP XII, LLC, its General Partner; By: Thoma Bravo UGP, LLC, its Managing Member. Thoma Bravo Partners XI, L.P.: By: Thoma Bravo UGP XI, LLC, its General Partner; By: Thoma Bravo UGP, LLC, its Managing Member. Thoma Bravo Partners XII, L.P.: By: Thoma Bravo UGP XII, LLC, its General Partner; By: Thoma Bravo UGP, LLC, its Managing Member.

Signature 1

Reporting person: Thoma Bravo Fund XI, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 2

Reporting person: Thoma Bravo Fund XI-A, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 3

Reporting person: Thoma Bravo Executive Fund XI, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 4

Reporting person: Thoma Bravo Fund XII, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 5

Reporting person: Thoma Bravo Fund XII-A, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 6

Reporting person: Thoma Bravo Executive Fund XII, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 7

Reporting person: Thoma Bravo Executive Fund XII-A, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 8

Reporting person: Thoma Bravo Special Opportunities Fund II, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 9

Reporting person: Thoma Bravo Special Opportunities Fund II-A, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 10

Reporting person: Thoma Bravo Partners XI, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 11

Reporting person: Thoma Bravo Partners XII, L.P.
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Signature 12

Reporting person: Thoma Bravo UGP, LLC
Signed: /s/ Seth Boro
Title: Seth Boro, Managing Partner
Date: 11/09/2026

Company context

N-able protects businesses from evolving cyberthreats. Our AI-powered cybersecurity platform delivers business resilience to over 500,000 organizations worldwide, leveraging advanced end-to-end capabilities, simplified workflows, market-leading integrations, and flexible deployment options to improve efficiency and drive critical security outcomes. Our partner-first approach pairs our technology with experts, training, and peer-led events that empower customers to be secure, resilient, and successful. n-able.com

Current securities

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