Filing Details

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

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SCHEDULE 13G

 

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Under the Securities Exchange Act of 1934

 

 

 

 

 

 

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 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).

 

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CUSIP No.  60937P106

13G

Page 14 of 22

 

 

 

Item 1(a).

Name of Issuer:

MongoDB, Inc. (the "Issuer").

 

 

Item 1(b).

Address of Issuer's Principal Executive Offices:

Item 2(a).

Names of Persons Filing:

This statement is being filed by New Enterprise Associates 14, L.P. ("NEA 14"); NEA Partners 14, L.P. ("NEA Partners 14"), which is the sole general partner of NEA 14; NEA 14 GP, LTD ("NEA 14 GP"), which is the sole general partner of NEA Partners 14; and M. James Barrett ("Barrett"), Peter J. Barris ("Barris"), Forest Baskett ("Baskett"), Anthony A. Florence, Jr. ("Florence"), Patrick J. Kerins ("Kerins"), David M. Mott ("Mott"), Scott D. Sandell ("Sandell"), Peter W. Sonsini ("Sonsini") and Ravi Viswanathan ("Viswanathan") (collectively, the "Directors").  The Directors are the individual directors of NEA 14 GP.  NEA 14, NEA Partners 14, NEA 14 GP and the Directors are sometimes referred to collectively herein as the "Reporting Persons."

 

Item 2(b).

Address of Principal Business Office or, if none, Residence:

Item 2(c).

Citizenship:

Item 2(d).

Title of Class of Securities:

Item 2(e).

CUSIP Number:

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:

 

CUSIP No.  60937P106

13G

Page 15 of 22

 

(a)

Amount Beneficially Owned: As of December 31, 2017 NEA 14 is the record owner of Common Stock and Class B common stock ("Class B Common Stock") as described below. As described in the Issuer's 10-Q, filed with the Securities and Exchange Commission on December 15, 2017 (the "10-Q"), holders of Class B Common Stock are entitled to ten votes per share while holders of the Common Stock are entitled to one vote per share.  In addition, holders of Class B Common Stock and holders of Common Stock generally vote together as a single class. This single class would consist of 50,581,674 shares, which includes (i) 9,326,098 shares of Common Stock (the "10-Q Shares") and (ii) 41,255,576 shares of Class B Common Stock reported by the Issuer to be outstanding as of December 11, 2017 on the 10-Q.  As further described in the 10-Q, each share of Class B Common Stock is convertible by the holder at any time into one share of Common Stock and each such share will convert automatically into Common Stock upon the occurrence of certain other events.   NEA 14 is the record owner of 150,000 shares of Common Stock and 2,928,185 shares of Class B Common Stock.  As each share of Class B Common Stock is convertible by the holder at any time into one share of Common Stock, as described above, NEA 14 may therefore be deemed to own beneficially 3,087,185 shares of Common Stock (the "Shares").  As the sole general partner of NEA 14, NEA Partners 14 may be deemed to own beneficially the Shares.  As the sole general partner of NEA Partners 14, NEA 14 GP likewise may be deemed to own beneficially the Shares.  As the individual Directors of NEA 14 GP, each of the Directors also may be deemed to own beneficially the Shares.

 

(b)

Percent of Class:  See Line 11 of cover sheets.  The percentages set forth on the cover sheet for each Reporting Person are calculated based on 12,254,283 shares which includes (i) the 10-Q Shares reported by the Issuer to be outstanding as of the 10-Q and (ii) the 2,928,185 shares of Common Stock into which the Class B Common Stock are convertible.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:     See Line 5 of cover sheets.

(ii)

Shared power to vote or to direct the vote:     See Line 6 of cover sheets.

(iii)

Sole power to dispose or to direct the disposition of:    See Line 7 of cover sheets.

(iv)

Shared power to dispose or to direct the disposition of:    See Line 8 of cover sheets.

 

Each Reporting Person disclaims beneficial ownership of such Securities except for the shares, if any, such Reporting Person holds of record.

 

Item 5.

Ownership of Five Percent or Less of a Class.

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

Not applicable.  The Reporting Persons expressly disclaim membership in a "group" as used in Rule 13d-5(b).

 

 

Item 10.

Certification.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:

February 12, 2018

 

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of stock of MongoDB, Inc.

 

EXECUTED this 12^th day of February, 2018.

 

 

 

 

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Louis S. Citron, Timothy Schaller, Sasha Keough and Stephanie Brecher, and each of them, with full power to act without the others, his or her true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable or appropriate to be executed on behalf of himself as an individual or in his or her capacity as a direct or indirect general partner, director, officer or manager of any partnership, corporation or limited liability company, pursuant to section 13 or 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any and all regulations promulgated thereunder, and to file the same, with all exhibits thereto, and any other documents in connection therewith, with the Securities and Exchange Commission, and with any other entity when and if such is mandated by the Exchange Act or by the Financial Industry Regulatory Authority, granting unto said attorney-in-fact full power and authority to do and perform each and every act and thing necessary, desirable or appropriate, fully to all intents and purposes as he or she might or could do in person, thereby ratifying and confirming all that said attorney-in-fact, or his or her substitutes, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 13th day of March, 2017.

M. James Barrett

Peter J. Barris

Forest Baskett

Ali Behbahani

Colin Bryant

Carmen Chang

Anthony A. Florence, Jr.

Carol G. Gallagher

 

Dayna Grayson

Patrick J. Kerins