Filing Details
- Accession Number:
- 0001193125-17-038319
- Form Type:
- 13G Filing
- Publication Date:
- 2017-02-10 16:16:32
- Filed By:
- Sc Us Gf V Holdings, Ltd.
- Company:
- On Semiconductor Connectivity Solutions Inc.
- Filing Date:
- 2017-02-10
- 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 |
|---|---|---|---|---|---|---|
| SC US GF V HOLDINGS, LTD. ( SC HOLDINGS ) | 0 | 2,583,233 | 0 | 2,583,233 | 2,583,233 | 7.9% |
| SEQUOIA CAPITAL U.S. GROWTH FUND V | 0 | 2,707,560, | 0 | 2,707,560, | 2,707,560 | 8.3% |
| SEQUOIA CAPITAL USGF PRINCIPALS FUND V | 0 | 2,583,233, | 0 | 2,583,233, | 2,583,233 | 7.9% |
| SC US (TTGP), LTD. ( SC US TTGP ) | 0 | 2,707,560, | 0 | 2,707,560, | 2,707,560 | 8.3% |
| SCGF V MANAGEMENT | 0 | 2,707,560, | 0 | 2,707,560, | 2,707,560 | 8.3% |
| SEQUOIA CAPITAL XI | 0 | 3,258,759 | 0 | 3,258,759 | 3,258,759 | 9.9% |
| SEQUOIA CAPITAL XI PRINCIPALS FUND | 0 | 354,522 | 0 | 102,930 | 354,522 | 1.1% |
| SEQUOIA TECHNOLOGY PARTNERS XI | 0 | 354,522 | 0 | 3,716,211, | 102,930 | Less than 1% |
| SC XI MANAGEMENT | 0 | 102,930 | 0 | 3,716,211, | 3,716,211 | 11.3% |
| MICHAEL MORITZ | 0 | 3,716,211, | 0 | 3,716,211, | 3,716,211 | 11.3% |
| DOUGLAS LEONE | 0 | 3,716,211, | 0 | 3,716,211 | 11.3% |
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. )
QUANTENNA COMMUNICATIONS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
74766D100
(CUSIP Number)
12/31/16
(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)
(Continued on following pages)
Page 1 of 18 Pages
| 13G | ||
| CUSIP No. 74766D100 | Page 2 of 18 Pages | |
| 1 | Name of reporting person
SC US GF V HOLDINGS, LTD. (SC HOLDINGS) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1019224 | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
2,583,233 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
2,583,233 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
2,583,233 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
7.9% | |||||
| 12 | Type of reporting person
OO | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 3 of 18 Pages | |
| 1 | Name of reporting person
SEQUOIA CAPITAL U.S. GROWTH FUND V, L.P. (SC GROWTH) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1017204 | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
2,707,560, of which 124,327 shares are held directly by SC Growth and 2,583,233 shares are held directly by SC Holdings. SC Growth, together with SC USGF, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
2,707,560, of which 124,327 shares are held directly by SC Growth and 2,583,233 shares are held directly by SC Holdings. SC Growth, together with SC USGF, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
2,707,560 | |||||
| 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 | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 4 of 18 Pages | |
| 1 | Name of reporting person
SEQUOIA CAPITAL USGF PRINCIPALS FUND V, L.P. (SC USGF) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1017231 | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
2,583,233, all of which is held by SC Holdings. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
2,583,233, all of which is held by SC Holdings. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
2,583,233 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
7.9% | |||||
| 12 | Type of reporting person
PN | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 5 of 18 Pages | |
| 1 | Name of reporting person
SC US (TTGP), LTD. (SC US TTGP) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1162638 | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
2,707,560, of which 124,327 shares are held by SC Growth and 2,583,233 shares are held by SC Holdings. SC US (TTGP), Ltd. is the general partner of SCGF V MGMT, which is the general partner of each of SC Growth and SC USGF. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
2,707,560, of which 124,327 shares are held by SC Growth and 2,583,233 shares are held by SC Holdings. SC US (TTGP), Ltd. is the general partner of SCGF V MGMT, which is the general partner of each of SC Growth and SC USGF. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
2,707,560 | |||||
| 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 | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 6 of 18 Pages | |
| 1 | Name of reporting person
SCGF V MANAGEMENT, L.P. (SCGF V MGMT) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 98-1017014 | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
CAYMAN ISLANDS | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
2,707,560, of which 124,327 shares are held by SC Growth and 2,583,233 shares are held by SC Holdings. SCGF V MGMT is the general partner of each of SC Growth and SC USGF. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
2,707,560, of which 124,327 shares are held by SC Growth and 2,583,233 shares are held by SC Holdings. SCGF V MGMT is the general partner of each of SC Growth and SC USGF. SC USGF, together with SC Growth, owns 100% of the outstanding ordinary shares of SC Holdings. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
2,707,560 | |||||
| 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 | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 7 of 18 Pages | |
| 1 | Name of reporting person
SEQUOIA CAPITAL XI, L.P. (SC XI) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 54-2094242 | |||||
| 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
3,258,759 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
3,258,759 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
3,258,759 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
9.9% | |||||
| 12 | Type of reporting person
PN | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 8 of 18 Pages | |
| 1 | Name of reporting person
SEQUOIA CAPITAL XI PRINCIPALS FUND LLC (SC XI PF) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 20-0040683 | |||||
| 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
354,522 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared voting power
354,522 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
354,522 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
1.1% | |||||
| 12 | Type of reporting person
OO | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 9 of 18 Pages | |
| 1 | Name of reporting person
SEQUOIA TECHNOLOGY PARTNERS XI, L.P. (STP XI) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 20-0005558 | |||||
| 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
102,930 | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
102,930 | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
102,930 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
Less than 1% | |||||
| 12 | Type of reporting person
PN | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 10 of 18 Pages | |
| 1 | Name of reporting person
SC XI MANAGEMENT, LLC (SC XI LLC) I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 13-4236767 | |||||
| 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
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
3,716,211 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
11.3% | |||||
| 12 | Type of reporting person
OO | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 11 of 18 Pages | |
| 1 | Name of reporting person
MICHAEL MORITZ I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
USA | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. Michael Moritz and Douglas Leone are the Managing Members of SC XI LLC. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. Michael Moritz and Douglas Leone are the Managing Members of SC XI LLC. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
3,716,211 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
11.3% | |||||
| 12 | Type of reporting person
IN | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 12 of 18 Pages | |
| 1 | Name of reporting person
DOUGLAS LEONE I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) | |||||
| 2 | Check the appropriate box if a member of a group (a) ☐ (b) ☐
| |||||
| 3 | SEC use only
| |||||
| 4 | Citizenship or place of organization
USA | |||||
| Number of shares beneficially owned by each reporting person with | 5 | Sole voting power
0 | ||||
| 6 | Shared voting power
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. Michael Moritz and Douglas Leone are the Managing Members of SC XI LLC. | |||||
| 7 | Sole dispositive power
0 | |||||
| 8 | Shared dispositive power
3,716,211, of which 3,258,759 shares are held by SC XI, 102,930 shares are held by STP XI, and 354,522 shares are held by SC XI PF. SC XI LLC is the General Partner of SC XI and STP XI, and the Managing Member of SC XI PF. Michael Moritz and Douglas Leone are the Managing Members of SC XI LLC. | |||||
| 9 | Aggregate amount beneficially owned by each reporting person
3,716,211 | |||||
| 10 | Check box if the aggregate amount in Row (9) excludes certain shares ☐
| |||||
| 11 | Percent of class represented by amount in Row 9
11.3% | |||||
| 12 | Type of reporting person
IN | |||||
| 13G | ||
| CUSIP No. 74766D100 | Page 13 of 18 Pages | |
ITEM 1.
| (a) | Name of Issuer: Quantenna Communications, Inc. |
| (b) | Address of Issuers Principal Executive Offices: |
3450 W. Warren Avenue
Fremont, California 94538
ITEM 2.
| (a) | Name of Persons Filing: |
SC US GF V Holdings, LTD.
Sequoia Capital U.S. Growth Fund V, L.P.
Sequoia Capital USGF Principals Fund V, L.P.
SC US (TTGP), Ltd.
SCGF V Management, L.P.
Sequoia Capital XI, L.P.
Sequoia Capital XI Principals Fund, LLC
Sequoia Technology Partners XI, L.P.
SC XI Management, LLC
Michael Moritz
Douglas Leone
Michael Moritz and Douglas Leone are the Managing Members of SC XI LLC. SC XI LLC is the General Partner of each of SC XI and STP XI, and the Managing Member of SC XI PF. SC Growth and SC USGF together own 100% of the outstanding ordinary shares of SC Holdings. SC US TTGP is the general partner of SCGF V MGMT, which is the general partner of each of SC Growth and SC USGF.
| (b) | Address of Principal Business Office or, if none, Residence: |
2800 Sand Hill Road, Suite 101
Menlo Park, CA 94025
Citizenship:
SC XI, SC XI PF, STP XI, SC XI LLC: Delaware
SCGF V HOLD, SCGF V, SC USGF, SC US TTGP, SCGF V MGMT: Cayman Islands
Michael Moritz, Douglas Leone: USA
| (c) | Title of Class of Securities: Common Stock |
| (d) | CUSIP Number: 74766D100 |
| 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 a: |
NOT APPLICABLE
| ITEM 4. | Ownership |
SEE ROWS 5 THROUGH 11 OF COVER PAGES
| 13G | ||
| CUSIP No. 74766D100 | Page 14 of 18 Pages | |
| 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 five 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 OR CONTROL PERSON |
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
| 13G | ||
| CUSIP No. 74766D100 | Page 15 of 18 Pages | |
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 10, 2017
| SC US GF V Holdings, Ltd. | ||
| By: | Sequoia Capital U.S. Growth Fund V, L.P. | |
| Sequoia Capital USGF Principals Fund V, L.P. | ||
| its Members | ||
| By: | SCGF V Management, L.P., | |
| General Partner of each | ||
| By: | SC US (TTGP), Ltd. | |
| its General Partner | ||
| By: | /s/ Douglas Leone | |
| Douglas Leone, Managing Director | ||
| SC XI Management, LLC | ||||||
| By: | /s/ Douglas Leone | |||||
| Douglas Leone, Managing Member | ||||||
| Sequoia Capital U.S. Growth Fund V, L.P. | ||||||
| Sequoia Capital USGF Principals Fund V, L.P. | ||||||
| By: | SCGF V Management, L.P., | |||||
| General Partner of each | ||||||
| By: | SC US (TTGP), Ltd. | |||||
| its General Partner | ||||||
| By: | /s/ Douglas Leone | |||||
| Douglas Leone, Managing Director | ||||||
| Sequoia Capital XI, L.P. | ||||
| Sequoia Technology Partners XI, L.P. | ||||
| By: | SC XI Management, LLC | |||
| General Partner of each | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Member | ||||
| 13G | ||
| CUSIP No. 74766D100 | Page 16 of 18 Pages | |
| Sequoia Capital XI Principals Fund, LLC | ||||
| By: | SC XI Management, LLC its Managing Member | |||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Member | ||||
| SC US (TTGP), Ltd. | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Director | ||||
| SCGF V Management, L.P., | ||||
| By: | SC US (TTGP), Ltd. | |||
| its General Partner | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Director | ||||
| /s/ Michael Moritz |
| Michael Moritz |
| /s/ Douglas Leone |
| Douglas Leone |
| 13G | ||
| CUSIP No. 74766D100 | Page 17 of 18 Pages | |
EXHIBIT 1
AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree that the Schedule 13G relating to the common stock of MobileIron, Inc., and any further amendments thereto, to which this Agreement as to Joint Filing of Schedule 13G is attached as an exhibit is filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
Date: February 10, 2017
| SC US GF V Holdings, Ltd. | ||
| By: | Sequoia Capital U.S. Growth Fund V, L.P. | |
| Sequoia Capital USGF Principals Fund V, L.P. | ||
| its Members | ||
| By: | SCGF V Management, L.P., | |
| General Partner of each | ||
| By: | SC US (TTGP), Ltd. | |
| its General Partner | ||
| By: | /s/ Douglas Leone | |
| Douglas Leone, Managing Director | ||
| SC XI Management, LLC | ||||||
| By: | /s/ Douglas Leone | |||||
| Douglas Leone, Managing Member | ||||||
| Sequoia Capital U.S. Growth Fund V, L.P. | ||||||
| Sequoia Capital USGF Principals Fund V, L.P. | ||||||
| By: | SCGF V Management, L.P., | |||||
| General Partner of each | ||||||
| By: | SC US (TTGP), Ltd. | |||||
| its General Partner | ||||||
| By: | /s/ Douglas Leone | |||||
| Douglas Leone, Managing Director | ||||||
| Sequoia Capital XI, L.P. | ||||
| Sequoia Technology Partners XI, L.P. | ||||
| By: | SC XI Management, LLC | |||
| General Partner of each | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Member | ||||
| 13G | ||
| CUSIP No. 74766D100 | Page 18 of 18 Pages | |
| Sequoia Capital XI Principals Fund, LLC | ||||
| By: | SC XI Management, LLC its Managing Member | |||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Member | ||||
| SC US (TTGP), Ltd. | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Director | ||||
| SCGF V Management, L.P., | ||||
| By: | SC US (TTGP), Ltd. | |||
| its General Partner | ||||
| By: | /s/ Douglas Leone | |||
| Douglas Leone, Managing Director | ||||
| /s/ Michael Moritz |
| Michael Moritz |
| /s/ Douglas Leone |
| Douglas Leone |