Filing Details
- Accession Number:
- 0001193125-22-039158
- Form Type:
- 13G Filing
- Publication Date:
- 2022-02-13 19:00:00
- Filed By:
- Temasek Holdings (private) Ltd
- Company:
- Poshmark Inc.
- Filing Date:
- 2022-02-14
- SEC Url:
- 13G Filing
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 |
---|---|---|---|---|---|---|
Temasek Holdings (Private) Limited | 0 | 5,971,646 | 0 | 5,971,646 | 5,971,646 | 12.6% |
Tembusu Capital Pte. Ltd | 0 | 5,971,646 | 0 | 5,971,646 | 5,971,646 | 12.6% |
Thomson Capital Pte. Ltd | 0 | 5,971,646 | 0 | 5,971,646 | 5,971,646 | 12.6% |
Anderson Investments Pte. Ltd | 0 | 5,971,646 | 0 | 5,971,646 | 5,971,646 | 12.6% |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )*
Poshmark, Inc.
(Name of Issuer)
Class A Common Stock of $0.0001 par value per share
(Title of Class of Securities)
73739W104
(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) |
☑ | Rule 13d-1(d) |
* | The remainder of this cover page shall be filled out for a reporting persons 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. |
The information required in 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. 73739W104 | Page 2 of 10 |
1 | NAMES OF REPORTING PERSONS
Temasek Holdings (Private) Limited | |||||
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
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
5,971,646 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
5,971,646 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,971,646 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.6%(1) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC |
(1) | Based on 47,209,629 shares of the Issuers (as defined herein) Class A common stock outstanding as of October 31, 2021, as set forth in the Issuers quarterly report on Form 10-Q filed with the Securities and Exchange Commission (the Commission) on November 12, 2021. |
CUSIP No. 73739W104 | Page 3 of 10 |
1 | NAMES OF REPORTING PERSONS
Tembusu Capital Pte. Ltd. | |||||
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
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
5,971,646 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
5,971,646 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,971,646 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.6%(1) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC |
(1) | Based on 47,209,629 shares of the Issuers Class A common stock outstanding as of October 31, 2021, as set forth in the Issuers quarterly report on Form 10-Q filed with the Commission on November 12, 2021. |
CUSIP No. 73739W104 | Page 4 of 10 |
1 | NAMES OF REPORTING PERSONS
Thomson Capital Pte. Ltd. | |||||
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
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
5,971,646 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
5,971,646 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,971,646 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.6%(1) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC |
(1) | Based on 47,209,629 shares of the Issuers Class A common stock outstanding as of October 31, 2021, as set forth in the Issuers quarterly report on Form 10-Q filed with the Commission on November 12, 2021. |
CUSIP No. 73739W104 | Page 5 of 10 |
1 | NAMES OF REPORTING PERSONS
Anderson Investments Pte. Ltd. | |||||
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
Republic of Singapore | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER
0 | ||||
6 | SHARED VOTING POWER
5,971,646 | |||||
7 | SOLE DISPOSITIVE POWER
0 | |||||
8 | SHARED DISPOSITIVE POWER
5,971,646 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,971,646 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
| |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.6%(1) | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO |
(1) | Based on 47,209,629 shares of the Issuers Class A common stock outstanding as of October 31, 2021, as set forth in the Issuers quarterly report on Form 10-Q filed with the Commission on November 12, 2021. |
CUSIP No. 73739W104 | Page 6 of 10 |
Item 1(a). | Name of Issuer: |
Poshmark, Inc. (the Issuer)
Item 1(b). | Address of Issuers Principal Executive Offices: |
203 Redwood Shores Parkway, 8th Floor, Redwood City, California 94065
Item 2(a). | Name of Person Filing: |
(i) | Temasek Holdings (Private) Limited (Temasek); |
(ii) | Tembusu Capital Pte. Ltd. (Tembusu); |
(iii) | Thomson Capital Pte. Ltd. (Thomson); and |
(iv) | Anderson Investments Pte. Ltd. (Anderson and, together with Temasek, Tembusu and Thomson, the Reporting Persons) |
Item 2(b). | Address of Principal Business Office or, if none, Residence: |
Each of the Reporting Persons:
60B Orchard Road
#06-18 Tower 2
The Atrium@Orchard
Singapore 238891.
Item 2(c). | Citizenship: |
Each of the Reporting Persons: Republic of Singapore
Item 2(d). | Title of Class of Securities: |
Class A Common Stock of $0.0001 par value per share.
Item 2(e). | CUSIP Number: |
73739W104
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: |
Not | applicable. |
Item 4. | Ownership. |
(a) | Amount beneficially owned: |
As of December 31, 2021, Anderson directly owned in aggregate 5,971,646 shares of the Issuers Class A common stock.
Anderson is a wholly-owned subsidiary of Thomson, which in turn is a wholly-owned subsidiary of Tembusu, which in turn is a wholly-owned subsidiary of Temasek. Temasek, Tembusu and Thomson, through the ownership described herein, may be deemed to beneficially own the shares of the Issuers Class A common stock directly owned by Anderson.
(b) | Percent of class: |
As of December 31, 2021:
Temasek, Tembusu, Thomson and Anderson: 12.6%
The percentages above are based on 47,209,629 shares of the Issuers Class A common stock outstanding as of October 31, 2021, as set forth in the Issuers quarterly report on Form 10-Q filed with the Commission on November 12, 2021.
(c) | Number of shares as to which the person has: |
With respect to the shared power to vote, or to direct the vote, and to dispose, or to direct the disposition of, the shares of the Issuers Class A common stock, please see Item 4(a) above regarding qualifications as to beneficial ownership.
CUSIP No. 73739W104 | Page 7 of 10 |
(i) | Sole power to vote or to direct the vote: |
0.
(ii) | Shared power to vote or to direct the vote: |
5,971,646.
(iii) | Sole power to dispose or to direct the disposition of: |
0.
(iv) | Shared power to dispose or to direct the disposition of: |
5,971,646.
Item 5. | Ownership of Five Percent or Less of a Class. |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☐.
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. |
Not Applicable.
Item 9. | Notice of Dissolution of Group. |
Not Applicable.
Item 10. | Certification. |
Not applicable.
CUSIP No. 73739W104 | Page 8 of 10 |
SIGNATURE
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: February 14, 2022 | TEMASEK HOLDINGS (PRIVATE) LIMITED | |||||||
By: | /s/ Jason Norman Lee | |||||||
Name | : | Jason Norman Lee | ||||||
Title | : | Authorized Signatory | ||||||
Dated: February 14, 2022 | TEMBUSU CAPITAL PTE. LTD. | |||||||
By: | /s/ Gregory Tan | |||||||
Name | : | Gregory Tan | ||||||
Title | : | Director | ||||||
Dated: February 14, 2022 | THOMSON CAPITAL PTE. LTD. | |||||||
By: | /s/ Poy Weng Chuen | |||||||
Name | : | Poy Weng Chuen | ||||||
Title | : | Director | ||||||
Dated: February 14, 2022 | ANDERSON INVESTMENTS PTE. LTD. | |||||||
By: | /s/ Poy Weng Chuen | |||||||
Name | : | Poy Weng Chuen | ||||||
Title | : | Director |
CUSIP No. 73739W104 | Page 9 of 10 |
LIST OF EXHIBITS
Exhibit No. | Description | |
99.1 | Joint Filing Agreement, dated as of February 14, 2022, by and among Temasek, Tembusu, Thomson and Anderson. |