Page 5 of 18 – SEC Filing
| CUSIP No. 14862Q100 | |||||
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| 1 | Names of Reporting Persons: | |||
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| 2 | Check the Appropriate Box if a Member of a Group (See Instructions): | |||
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| (a) | x(1) | ||
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| (b) | o | ||
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| 3 | SEC Use Only: | |||
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| 4 | Source of Funds (See Instructions): | |||
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| 5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e): o | |||
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| 6 | Citizenship or Place of Organization: | |||
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| Number of | 7 | Sole Voting Power: | |||
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| 8 | Shared Voting Power: | ||||
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| 9 | Sole Dispositive Power: | ||||
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| 10 | Shared Dispositive Power: | ||||
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| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person: | |||
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| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): o | |||
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| 13 | Percent of Class Represented by Amount in Row (11): | |||
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| 14 | Type of Reporting Person (See Instructions): | |||
| (1) | Venrock Associates V, L.P. (VA5), Venrock Entrepreneurs Fund V, L.P. (VEF5), Venrock Partners V, L.P. (VP5), Venrock Associates VI, L.P. (VA6) and Venrock Partners VI, L.P. (VP6) (together, the Venrock Entities) and the general partner of each Venrock Entity, respectively, Venrock Management V, LLC, VEF Management V, LLC, Venrock Partners Management V, LLC, Venrock Management VI, LLC and Venrock Partners Management VI, LLC (the Venrock GPs), are members of a group for purposes of this Schedule 13D/A. |
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| (2) | Consists of 14,047,522 shares of Class A Common Stock and 1,133,948 shares of Class B Common Stock owned by VA5, 330,053 shares of Class A Common Stock and 26,643 shares of Class B Common Stock owned by VEF5, 1,190,996 shares of Class A Common Stock and 96,139 shares of Class B Common Stock owned by VP5, 3,669,816 shares of Class B Common Stock owned by VA6 (of which 401,779 shares are held in escrow for up to 12 months and which VA6 has voting power, but not dispositive power) and 288,138 shares of Class B Common Stock owned by VP6 (of which 31,546 shares are held in escrow for up to 12 months and which VP6 has voting power, but not dispositive power). Each share of Class A Common Stock is convertible into one share of Class B Common Stock. |
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| (3) | Consists of 14,047,522 shares of Class A Common Stock and 1,133,948 shares of Class B Common Stock owned by VA5, 330,053 shares of Class A Common Stock and 26,643 shares of Class B Common Stock owned by VEF5, 1,190,996 shares of Class A Common Stock and 96,139 shares of Class B Common Stock owned by VP5, 3,268,037 shares of Class B Common Stock owned by VA6 and 256,592 shares of Class B Common Stock owned by VP6. Each share of Class A Common Stock is convertible into one share of Class B Common Stock. |
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| (4) | The percentage of the class is determined in accordance with Rule 13d-3 under the Exchange Act, based on an estimated 78,106,127 shares of Class B Common Stock outstanding as of April 3, 2016, as set forth (i) in the Issuers annual report on Form 10-K filed with the Securities and Exchange Commission (the SEC) on March 1, 2017 (the Form 10-K) that states that as of February 24, 2017, there were 51,106,127 shares of Class B Common Stock outstanding and (ii) approximately 27,000,000 shares of Class B Common Stock were issued in connection with the merger transaction described therein, subject to specified adjustments, as described in the Issuers current report on Form 8-K filed with SEC on April 3, 2017. For purposes of calculating the Reporting Persons beneficial ownership percentage, only the 15,568,571 shares of Class A Common Stock held by the Reporting Persons as converted to Class B Common Stock are included. The 20,783,255 shares of Class B Common Stock beneficially owned by the Reporting Persons represent approximately 15.7% of the Issuers outstanding combined Common Stock as of April 3, 2017, based on a total of approximately 132,394,136 shares of Common Stock (including 54,288,009 shares of Class A Common Stock) outstanding as of February 24, 2017, as set forth in the Form 10-K, and represent approximately 25.9% of the combined voting power of the Issuers Common Stock. |
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