Filing Details

Accession Number:
0001104659-22-020632
Form Type:
13G Filing
Publication Date:
2022-02-10 19:00:00
Filed By:
Kpcb Green Growth Fund Llc
Company:
Proterra Inc
Filing Date:
2022-02-11
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
KPCB Green Growth Fund 15,563,577 15,563,577 15,563,577 7.1%
KPCB GGF Associates 15,563,577 15,563,577 15,563,577 7.1%
Filing

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G
(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. _____)*

 

Proterra Inc
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
74374T117
(CUSIP Number)
 
December 31, 2021
(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)

 

xRule 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).

 

(Continued on following pages)

 

 

 

Page 1 of 8

Exhibit Index on Page 7

 

 

 

CUSIP #74374T117 Page 2 of 8

 

1 NAME OF REPORTING PERSONS        KPCB Green Growth Fund, LLC (“KPCB GGF”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x

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
15,563,577 shares, except that KPCB GGF Associates, LLC (“Associates”), the managing member of KPCB GGF, may be deemed to have sole power to vote these shares.

 

6

SHARED VOTING POWER
See response to row 5.

7

SOLE DISPOSITIVE POWER
15,563,577 shares, except that Associates, the managing member of KPCB GGF, may be deemed to have sole power to dispose of these shares.

8

SHARED DISPOSITIVE POWER
See response to row 7.

 

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                         15,563,577
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                                         ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   7.1%
12 TYPE OF REPORTING PERSON                     OO

 

 

 

CUSIP #74374T117 Page 3 of 8

 

1 NAME OF REPORTING PERSONS        KPCB GGF Associates, LLC
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x

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
15,563,577 shares, all of which are directly owned by KPCB GGF.  Associates, the managing member of KPCB GGF, may be deemed to have sole power to vote these shares.

 

6

SHARED VOTING POWER
See response to row 5.

7

SOLE DISPOSITIVE POWER
15,563,577 shares, all of which are directly owned by KPCB GGF.  Associates, the managing member of KPCB GGF, may be deemed to have sole power to dispose of these shares.

8

SHARED DISPOSITIVE POWER
See response to row 7.

 

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     15,563,577
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                                     ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9   7.1%
12 TYPE OF REPORTING PERSON      OO

 

 

 

CUSIP #74374T117 Page 4 of 8

 

ITEM 1(A). NAME OF ISSUER

 

Proterra Inc (the “Issuer”)

 

ITEM 1(B). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

 

1815 Rollins Road

Burlingame, California 94010

 

ITEM 2(A). NAME OF PERSONS FILING

 

This Schedule is filed by KPCB Green Growth Fund, LLC, a Delaware limited liability company and KPCB GGF Associates, LLC, a Delaware limited liability company. The foregoing entities are collectively referred to as the “Reporting Persons.”

 

ITEM 2(B). ADDRESS OF PRINCIPAL OFFICE

 

The address for each of the Reporting Persons is:

 

c/o Kleiner Perkins Caufield & Byers, LLC
2750 Sand Hill Road
Menlo Park, California 94025

 

ITEM 2(C). CITIZENSHIP

 

See Row 4 of cover page for each Reporting Person.

 

ITEM 2(D). TITLE OF CLASS OF SECURITIES

 

Common Stock, $.0001 par value

 

ITEM 2(E). CUSIP NUMBER

 

74374T117

 

ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

 

 

 

CUSIP #74374T117 Page 5 of 8

 

ITEM 4. OWNERSHIP

 

The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of December 31, 2021:

 

(a)Amount beneficially owned:

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

See Row 8 of cover page for each Reporting Person.

 

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.

 

Under certain circumstances set forth in the limited liability company agreements of the Reporting Persons, the members of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by each such entity of which they are a member.

 

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.

 

Not applicable.

 

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.

 

Not applicable.

 

ITEM 10. CERTIFICATION.

 

Not applicable.

 

 

 

CUSIP #74374T117 Page 6 of 8

 

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.

 

Date: February 10, 2022

 

  KPCB GREEN GROWTH FUND, LLC,
  a Delaware limited liability company
   
  By KPCB GGF Associates, LLC,
  a Delaware limited liability company
  its Managing Member
   
  By: /s/ Susan Biglieri
  Susan Biglieri
  Chief Financial Officer
   
  KPCB GGF ASSOCIATES, LLC,
  a Delaware limited liability company
   
  By: /s/Susan Biglieri
  Susan Biglieri
  Chief Financial Officer

 

 

 

CUSIP #74374T117 Page 7 of 8

 

EXHIBIT INDEX

 

   

Found on

Sequentially

Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   8

 

 

 

CUSIP #82817Q103 Page 8 of 8

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of the Issuer shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date: February 10, 2022

 

  KPCB GREEN GROWTH FUND, LLC,
  a Delaware limited liability company
   
  By KPCB GGF Associates, LLC,
  a Delaware limited liability company
  its Managing Member
   
  By: /s/ Susan Biglieri
  Susan Biglieri
  Chief Financial Officer
   
  KPCB GGF ASSOCIATES, LLC,
  a Delaware limited liability company
   
  By: /s/Susan Biglieri
  Susan Biglieri
  Chief Financial Officer