Filing Details

*

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 the disclosures provided in a prior cover page.

CUSIP No. 45781U 103

1.

Names of Reporting Persons

Joshua Coates

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a) ☐ (b) ☐

3.

SEC USE ONLY

4.

Citizenship or Place of Organization

United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

5.

Sole Voting Power

2,103,979⁽¹⁾

6.

Shared Voting Power

99,000⁽²⁾

7.

Sole Dispositive Power

2,103,979 ⁽¹⁾

8.

Shared Dispositive Power

99,000⁽²⁾

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

2,202,979 shares ⁽¹⁾⁽²⁾

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) ☐

11.

Percent of Class Represented by Amount in Row 9

5.76%⁽³⁾

12.

Type of Reporting Person (see instructions)

IN

(1)

Consists of (a) 5,500 shares held by Mr. Coates, with respect to which Mr. Coates holds sole voting and investment power and (b) 2,098,479 shares of Common Stock held of record by Grizzly Peak, LLC, with respect to which Mr. Coates holds sole voting and dispositive power.

(2)

Includes (1) 55,250 shares of Common Stock held of record by The Joshua L. and CeliAnne C. Coates Trust with respect to which Mr. Coates and his wife share voting and dispositive power and (2) 43,750 shares of Common Stock held of record by The Coates Equity Trust with respect to which Mr. Coates and his wife share voting and dispositive power.

(3)

Based on 38,257,326 shares of Common Stock outstanding on December 31, 2019.

CUSIP No. 45781U 103

1.

Names of Reporting Persons

Grizzly Peak, LLC

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a) ☐ (b) ☐

3.

SEC USE ONLY

4.

Citizenship or Place of Organization

Utah

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

5.

Sole Voting Power

2,098,479⁽⁴⁾

6.

Shared Voting Power

Not applicable.

7.

Sole Dispositive Power

2,098,479 ⁽⁴⁾

8.

Shared Dispositive Power

Not applicable.

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

2,098,479 shares⁽⁴⁾

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) ☐

11.

Percent of Class Represented by Amount in Row 9

5.49%⁽⁵⁾

12.

Type of Reporting Person (see instructions)

OO

(4)

Consists of 2,098,479 shares of Common Stock held of record by Grizzly Peak, LLC. Mr. Coates retains sole voting and dispositive power over these shares.

(5)

Based on 38,257,326 shares of Common Stock outstanding on December 31, 2019.

CUSIP No. 45781U 103

1.

Names of Reporting Persons

The Joshua L. and CeliAnne C. Coates Trust

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a) ☐ (b) ☐

3.

SEC USE ONLY

4.

Citizenship or Place of Organization

Utah

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

5.

Sole Voting Power

55,250⁽⁶⁾

6.

Shared Voting Power

Not applicable.

7.

Sole Dispositive Power

55,250⁽⁶⁾

8.

Shared Dispositive Power

Not applicable.

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

55,250 shares⁽⁶⁾

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) ☐

11.

Percent of Class Represented by Amount in Row 9

0.14%⁽⁷⁾

12.

Type of Reporting Person (see instructions)

OO

(6)

Consists of 55,250 shares of Common Stock held of record by The Joshua L. and CeliAnne C. Coates Trust. Mr. Coates and his wife share voting and dispositive power over these shares.

(7)

Based on 38,257,326 shares of Common Stock outstanding on December 31, 2019.

CUSIP No. 45781U 103

1.

Names of Reporting Persons

The Coates Equity Trust

2.

Check the Appropriate Box if a Member of a Group (see instructions)

(a) ☐ (b) ☐

3.

SEC USE ONLY

4.

Citizenship or Place of Organization

Utah

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

5.

Sole Voting Power

43,750⁽⁸⁾

6.

Shared Voting Power

Not applicable.

7.

Sole Dispositive Power

43,750 ⁽⁸⁾

8.

Shared Dispositive Power

Not applicable.

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

43,750 shares⁽⁸⁾

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) ☐

11.

Percent of Class Represented by Amount in Row 9

0.11%⁽⁹⁾

12.

Type of Reporting Person (see instructions)

OO

(8)

Consists of 43,750 shares of Common Stock held of record by The Coates Equity Trust. Mr. Coates and his wife share voting and dispositive power over these shares.

(9)

Based on 38,257,326 shares of Common Stock outstanding on December 31, 2019.

Item 1(a).

Name of Issuer: Instructure, Inc.

Item 1(b).

Address of Issuer’s Principal Executive Offices: 6330 South 3000 East, Suite 700, Salt Lake City, UT 84121 

Item 2(a).

Name of Person Filing: 

(i)

Joshua Coates

(ii)

Grizzly Peak, LLC

(iii)

The Joshua L. and CeliAnne C. Coates Trust

(iv)

The Coates Equity Trust

Item 2(b).

Address of Principal Business Office or, if none, Residence: The address and principal business office of the Reporting Person is: 

Item 2(c).

Citizenship: Mr. Coates is a United States citizen. Grizzly Peak, LLC, The Joshua L. and CeliAnne C. Coates Trust and The Coates Equity Trust are organized under the laws of the State of Utah.

Item 2(d).

Title of Class of Securities: Common Stock

Item 2(e).

CUSIP Number: 45781U 103

Item 3.

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: 

(a)

☐

Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

(b)

☐

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

☐

Insurance company as defined in section 3(a)19) of the Act (15 U.S.C. 78c);

(d)

☐

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

☐

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

☐

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

☐

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

☐

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

☐

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

☐

A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);

(k)

☐

Group, in accordance with §240.13d–1(b)(1)(ii)(K).

Item 4.

Ownership

(a)

Amount Beneficially Owned: 2,202,979 shares^{(1) (2)} 

(b)

Percent of Class: See Row 11 of cover page for each Reporting Person

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:

(1)

Mr. Coates: 2,103,979 shares⁽¹⁾ 

(2)

Grizzly Peak, LLC: 2,098,479 shares⁽⁴⁾ 

(ii)

Shared power to vote or to direct the vote:

(1)

The Joshua and CeliAnne Coates Trust: 55,250 shares⁽⁶⁾ 

(2)

The Coates Equity Trust: 43,750⁽⁸⁾ 

(iii)

Sole power to dispose or to direct the disposition of:

(1)

Mr. Coates: 2,103,979 shares⁽¹⁾ 

(2)

Grizzly Peak, LLC: 2,098,479 shares⁽⁴⁾ 

(iv)

Shared power to dispose or to direct the disposition of:

(1)

The Joshua and CeliAnne Coates Trust: 55,250 shares⁽⁶⁾ 

(2)

The Coates Equity Trust: 43,750⁽⁸⁾ 

Item 5.

Ownership of 5 Percent or Less of a Class

Item 6.

Ownership of More than 5 Percent on Behalf of Another Person

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Item 8.

Identification and Classification of Members of the Group

Item 9.

Notice of Dissolution of a Group

Item 10.

Certification

/s/ Joshua Coates

Joshua Coates

February 13, 2020

Date

Grizzly Peak, LLC

/s/ Joshua Coates

Joshua Coates, Manager

February 13, 2020

Date

The Joshua and CeliAnne Coates Trust

/s/ Joshua Coates

Joshua Coates, Trustee

February 13, 2020

Date

The Coates Equity Trust

/s/ Joshua Coates

Joshua Coates, Trustee

February 13, 2020

Date