Filing Details
- Accession Number:
- 0000950142-20-000451
- Form Type:
- 13G Filing
- Publication Date:
- 2020-02-13 16:38:19
- Filed By:
- General Atlantic Llc
- Company:
- Crowdstrike Holdings Inc.
- Filing Date:
- 2020-02-13
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
General Atlantic | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic (CS) | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic (SPV) GP | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic Partners 100 | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic GenPar | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic Partners (Bermuda) EU | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
General Atlantic GenPar (Bermuda) | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
GAP (Bermuda) Limited | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
GAP Coinvestments III | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
GAP Coinvestments IV | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
GAP Coinvestments V | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
GAP Coinvestments CDA | 0 | 3,638,683 | 0 | 3,638,683 | 3,638,683 | 8.3% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
CrowdStrike Holdings, Inc.
(Name of Issuer)
Class A common stock, par value US$0.0005 per share
(Title of Class of Securities)
22788C105
(CUSIP Number)
December 31, 2019
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) |
| ☐ | Rule 13d-1(c) |
| ☒ | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 22788C105 | SCHEDULE 13G | Page 2 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON OO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 3 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic (CS), L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 4 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic (SPV) GP, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON OO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 5 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic Partners 100 L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 6 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic GenPar, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 7 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic Partners (Bermuda) EU, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 8 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON General Atlantic GenPar (Bermuda), L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 9 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP (Bermuda) Limited | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Bermuda | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON CO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 10 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments III, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON OO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 11 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments IV, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON OO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 12 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments V, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON OO | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 13 of 21 |
1 | NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GAP Coinvestments CDA, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☐ (b) ☐ |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER 0 |
6 | SHARED VOTING POWER 3,638,683 | |
7 | SOLE DISPOSITIVE POWER 0 | |
8 | SHARED DISPOSITIVE POWER 3,638,683 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,638,683 | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐
|
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.3% | |
12 | TYPE OF REPORTING PERSON PN | |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 14 of 21 |
Item 1. | (a) | NAME OF ISSUER |
| | CrowdStrike Holdings, Inc. (the “Company”). |
| (b) | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES |
| | 150 Mathilda Place, Suite 300, Sunnyvale, California 94086 |
Item 2. | (a) | NAMES OF PERSONS FILING |
This Statement is being filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
| (i) | General Atlantic LLC (“GA LLC”); |
| (ii) | General Atlantic (CS), L.P. (“GA CS”); |
| (iii) | General Atlantic (SPV) GP, LLC (“GA SPV”); |
| (iv) | General Atlantic Partners 100 L.P. (“GAP 100”); |
| (v) | General Atlantic GenPar, L.P. (“GenPar”); |
| (vi) | General Atlantic Partners (Bermuda) EU, L.P. (“GAP Bermuda EU”); |
| (vii) | General Atlantic GenPar (Bermuda), L.P. (“GenPar Bermuda”); |
| (viii) | GAP (Bermuda) Limited (“GAP (Bermuda) Limited”); |
| (ix) | GAP Coinvestments III, LLC (“GAPCO III”); |
| (x) | GAP Coinvestments IV, LLC (“GAPCO IV”); |
| (xi) | GAP Coinvestments V, LLC (“GAPCO V”); and |
| (xii) | GAP Coinvestments CDA, L.P. (“GAPCO CDA”). |
GAP 100, GAP Bermuda EU, GAPCO III, GAPCO IV, GAPCO V, GAPCO CDA are collectively referred to as the “GA Funds.”
(b) | ADDRESS OF PRINCIPAL BUSINESS OFFICE |
The principal address of each of the Reporting Persons is c/o General Atlantic Service Company, L.P., 55 East 52nd Street, 33rd Floor, New York, NY 10055.
CUSIP No. 22788C105 | SCHEDULE 13G | Page 15 of 21 |
| (c) | CITIZENSHIP |
| (i) | GA LLC – Delaware |
| (ii) | GA CS – Delaware |
| (iii) | GA SPV – Delaware |
| (iv) | GAP 100 – Delaware |
| (v) | GenPar – Delaware |
| (vi) | GAP Bermuda EU – Bermuda |
| (vii) | GenPar Bermuda – Bermuda |
| (viii) | GAP (Bermuda) Limited – Bermuda |
| (ix) | GAPCO III – Delaware |
| (x) | GAPCO IV – Delaware |
| (xi) | GAPCO V – Delaware |
| (xii) | GAPCO CDA – Delaware |
(d) | TITLE OF CLASS OF SECURITIES |
Class A Common Stock, par value US$0.0005 per share (the “Class A Common Stock”)
| (e) | CUSIP NUMBER |
22788C105
Item 3. | IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS: |
Not applicable.
CUSIP No. 22788C105 | SCHEDULE 13G | Page 16 of 21 |
Item 4. | OWNERSHIP. |
As of December 31, 2019, the Reporting Persons owned the following number of the Company’s Class A Common Stock:
| (i) | GA LLC owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
| (ii) | GA CS owned of record (a) 650,000 shares of Class A Common Stock and (b) 2,988,683 shares of Class B Common Stock, each convertible at any time at the option of the holder into one share of Class A Common Stock (the “Class B Common Stock” and together
with the Class A Common Stock, the “Shares”), convertible on a one-to-one basis into approximately 8.3% of the issued and outstanding Class A Common
Stock. |
(iii) | GA SPV owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock | |
| (iv) | GAP 100 owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
(v) | GenPar owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock | |
(vi) | GAP Bermuda EU owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock | |
(vii) | GenPar Bermuda owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock | |
| (viii) | GAP (Bermuda) Limited owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
| (ix) | GAPCO III owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
| (x) | GAPCO IV owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
| (xi) | GAPCO V owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
| (xii) | GAPCO CDA owned of record no Shares or 0.0% of the issued and outstanding Class A Common Stock |
The GA Funds share beneficial ownership of the Class A Common Stock held of record by GA CS. GA SPV is the sole member of GA CS. The
general partner of GAP 100 is GenPar and the general partner of GenPar is GA LLC. The general partner of GAP Bermuda EU is GenPar Bermuda and the general partner of GenPar Bermuda is GAP (Bermuda) Limited. GA LLC is the sole member of GA SPV. GA
LLC is the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are eight members of the management committee of GA LLC (the “GA Management Committee”). The members of the GA Management Committee are
also the members of the management committee of GAP (Bermuda) Limited. By virtue of the foregoing, the Reporting Persons may be deemed to share voting power and the power to direct the disposition of the shares that each owns of record. Each of the
members of the GA Management Committee disclaims ownership of the Shares except to the extent he or she has a pecuniary interest therein. The name, the business address and the citizenship of each of the members of the GA Management Committee as of
the date hereof is attached hereto as Schedule A and is hereby incorporated by reference.
Amount Beneficially Owned:
By virtue of the relationship described above, each of the Reporting Persons may be deemed to beneficially own 3,638,683 shares of
Class A Common Stock.
Percentage Owned:
All calculations of percentage ownership herein are based on an aggregate of 43,860,038 shares of Class A Common Stock outstanding,
consisting of (i) 40,871,355 shares of Class A Common Stock outstanding as of November 29, 2019 as reported in the Company’s Form 10-Q filed with the Securities and Exchange Commission on December 6, 2019 and (ii) 2,988,683 shares of Class A Common
Stock issuable upon conversion of the Class B Common Stock owned by the Reporting Persons. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.
Number of Shares as to Which Such Person Has Sole/Shared Power to Vote or to Direct the Vote and Sole/Shared Power to Dispose or to
Direct the Disposition of:
(i) | Each of the Reporting Persons may be deemed to have the sole power to direct the voting and dispositions of the Class A Common Stock as indicated on such
Reporting Person’s cover page included herein. |
(ii) | Each of the Reporting Persons may be deemed to share the power to direct the voting and dispositions of the 3,638,683 shares of Class
A Common Stock that may be deemed to be owned beneficially by each of them. |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 17 of 21 |
Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
Not applicable.
Item 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON |
Not applicable.
Item 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY |
Not applicable.
Item 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP |
See Item 4, which states the identity of the members of the group filing this Schedule 13G.
Item 9. | NOTICE OF DISSOLUTION OF GROUP |
Not applicable.
Item 10. | CERTIFICATION |
Not applicable.
CUSIP No. 22788C105 | SCHEDULE 13G | Page 18 of 21 |
Exhibit Index
Exhibit 1. |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 19 of 21 |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and correct.
Dated as of February 13, 2020
GENERAL ATLANTIC LLC | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC (CS), L.P. | ||||
By: | General Atlantic (SPV) GP, LLC | |||
Its general partner | ||||
By: | General Atlantic LLC | |||
Its sole member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC (SPV) GP, LLC | ||||
By: | General Atlantic LLC | |||
Its sole member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director |
CUSIP No. 22788C105 | SCHEDULE 13G | Page 20 of 21 |
GENERAL ATLANTIC PARNTERS 100 L.P. | ||||
By: | General Atlantic GenPar, L.P. | |||
Its general partner | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC GENPAR, L.P. | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC PARTNERS (BERMUDA) EU, L.P. | ||||
By: | General Atlantic GenPar (Bermuda), L.P. | |||
Its general partner | ||||
By: | GAP (Bermuda) Limited | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC GENPAR (BERMUDA), L.P. | ||||
By: | GAP (Bermuda) Limited | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP (BERMUDA) LIMITED | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
CUSIP No. 22788C105 | SCHEDULE 13G | Page 21 of 21 |
GAP COINVESTMENTS III, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS IV, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS V, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS CDA, L.P. | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director |
SCHEDULE A
Members of the GA Management Committee (as of the date hereof)
Name | Business Address | Citizenship |
William E. Ford (Chief Executive Officer) | 55 East 52nd Street 33rd Floor New York, New York 10055 | United States |
Gabriel Caillaux | 23 Savile Row London W1S 2ET United Kingdom | France |
Andrew Crawford | 55 East 52nd Street 33rd Floor New York, New York 10055 | United States |
Martin Escobari | 55 East 52nd Street 33rd Floor New York, New York 10055 | Bolivia and Brazil |
Anton J. Levy | 55 East 52nd Street 33rd Floor New York, New York 10055 | United States |
Sandeep Naik | Level 19, Birla Aurora Dr. Annie Besant Road Worli, Mumbai 400 030 India | United States |
Graves Tompkins | 55 East 52nd Street 33rd Floor New York, New York 10055 | United States |
Robbert Vorhoff | 55 East 52nd Street 33rd Floor New York, New York 10055 | United States |
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13D-1(k)(1)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on
behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned
acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy
of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is accurate.
Dated as of February 13, 2020
GENERAL ATLANTIC LLC | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC (CS), L.P. | ||||
By: | General Atlantic (SPV) GP, LLC | |||
Its general partner | ||||
By: | General Atlantic LLC | |||
Its sole member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC (SPV) GP, LLC | ||||
By: | General Atlantic LLC | |||
Its sole member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC PARNTERS 100 L.P. | ||||
By: | General Atlantic GenPar, L.P. | |||
Its general partner | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC GENPAR, L.P. | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC PARTNERS (BERMUDA) EU, L.P. | ||||
By: | General Atlantic GenPar (Bermuda), L.P. | |||
Its general partner | ||||
By: | GAP (Bermuda) Limited | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GENERAL ATLANTIC GENPAR (BERMUDA), L.P. | ||||
By: | GAP (Bermuda) Limited | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP (BERMUDA) LIMITED | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS III, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS IV, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS V, LLC | ||||
By: | General Atlantic LLC | |||
Its managing member | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director | |||
GAP COINVESTMENTS CDA, L.P. | ||||
By: | General Atlantic LLC | |||
Its general partner | ||||
By: | /s/ Michael Gosk | |||
Name: | Michael Gosk | |||
Title: | Managing Director |