United States securities and exchange commission logo

                            January 14, 2021

       Ron Yekutiel
       Chairman and Chief Executive Officer
       Kaltura, Inc.
       250 Park Avenue South
       10th Floor
       New York, New York 10003

                                                        Re: Kaltura, Inc.
                                                            Draft Registration
Statement on Form S-1
                                                            Submitted December
18, 2020
                                                            CIK No. 0001432133

       Dear Mr. Yekutiel:

              We have reviewed your draft registration statement and have the
following comments. In
       some of our comments, we may ask you to provide us with information so
we may better
       understand your disclosure.

              Please respond to this letter by providing the requested
information and either submitting
       an amended draft registration statement or publicly filing your
registration statement on
       EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
       believe an amendment is appropriate, please tell us why in your

             After reviewing the information you provide in response to these
comments and your
       amended draft registration statement or filed registration statement, we
may have additional

       Draft Registration Statement on Form S-1

       Prospectus Summary
       Overview, page 1

   1.                                                   You disclose that as of
September 30, 2020, you had more than 15 million authenticated
                                                        users. Please define
authenticated user and provide further context for this metric,
                                                        including a discussion
of whether this includes inactive users.
   2.                                                   You disclose that as of
September 30, 2020, you had over 1,000 enterprise customers.
                                                        You also state that
most of your existing customer base consists of large enterprise
                                                        customers. Please
revise to disclose how you define an    enterprise customer    and a    large
 Ron Yekutiel
FirstName  LastNameRon Yekutiel
Kaltura, Inc.
January 14,NameKaltura,
            2021        Inc.
Page 2 14, 2021 Page 2
FirstName LastName
         enterprise customer.    Disclose the percentage of your total revenue
that is generated by
         each type of customer, the number of enterprise customers, as well as
total customers for
         each period presented. Refer to SEC Release 33-10751
3.       Please disclose whether the 25 of the Fortune 100 customers, the U.S.
R1 educational
         institutions, the seven Ivy League schools and the global media
companies and telecom
         operators that you reference comprise a material portion of your
Risk Factors
We typically provide service-level commitments under our customer
agreements..., page 31

4.       You state that you experienced a period of service instability in the
third quarter that
         caused you to fall below the service-level commitments in your
customer agreements.
         Please discuss the extent of the customer terminations and the
decrease in customer
         renewals that you experienced during this period.
Management   s Discussion and Analysis of Financial Condition and Results of
Key Financial and Operating Metrics
Annualized Recurring Revenue, page 86

5.       Please explain your basis for including term license revenue, which is
recognized at a
         point in time at delivery, in the ARR metric. Tell us how including
the term licenses is
         useful to an investor when trying to understand your recurring revenue
contracts. As part
         of your response please tell us the typical term license period and
your term license
         renewal rates.
Our Opportunity, page 108

6.       Please disclose how you calculated the total addressable on-demand,
live, and real time
         video experience market. Discuss any assumptions or limitations of
your estimate.
Principal Stockholders, page 128

7.       Please disclose the natural person or persons who exercise the voting
and/or dispositive
         powers with respect to the securities owned by the entities listed.
Consolidated Financial Statements
Consolidated Statements of Operations, page F-5

8.       Tell us how you considered presenting product revenue derived from the
sale of term
         software licenses as a separate line item. Refer to Rule 5-03(b)(1) of
Regulation S-X.
Note 2. Summary of Significant Accounting Policies
Revenue recognition, page F-12

9.       You disclose that your contracts usually include a fixed amount of
consideration, as well
 Ron Yekutiel
Kaltura, Inc.
January 14, 2021
Page 3
       as variable consideration for overage. Please revise to disclose how you
       revenue for overage usage in your contracts. As part of your response,
please quantify the
       amount of usage revenue recognized in the periods presented.
Note 12. Convertible and Redeemable Convertible Preferred Stock and
Stockholders    Deficit,
page F-26

10.    Please provide us with a breakdown of all stock-based compensation
awards granted in
       2020 and the fair value of the underlying common stock used to value
such awards. To the
       extent there were any significant fluctuations in the fair values from
       please describe for us the factors that contributed to these
fluctuations, including any
       intervening events within the company or changes in your valuation
assumptions or
       methodology. Please continue to update this analysis through
effectiveness of the
       registration statement.

11.    Please supplementally provide us with copies of all written
communications, as defined in
       Rule 405 under the Securities Act, that you, or anyone authorized to do
so on your behalf,
       present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or
       not they retain copies of the communications.
        You may contact David Edgar, Staff Accountant, at (202) 551-3459 or
Christine Dietz,
Senior Staff Accountant, at (202) 551-3408 if you have questions regarding
comments on the
financial statements and related matters. Please contact Michael Foland, Staff
Attorney, at (202)
551-6711 or Jan Woo, Legal Branch Chief, at (202) 551-3453 with any other

FirstName LastNameRon Yekutiel
                                                             Division of
Corporation Finance
Comapany NameKaltura, Inc.
                                                             Office of
January 14, 2021 Page 3
cc:       Benjamin J. Cohen
FirstName LastName