Filing Details
- Accession Number:
- 0000899243-16-034594
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-11-30 19:44:48
- Reporting Period:
- 2016-11-28
- Filing Date:
- 2016-11-30
- Accepted Time:
- 2016-11-30 19:44:48
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1512673 | Square Inc. | SQ | () | CA |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1032453 | Vinod Khosla | 2128 Sand Hill Road Menlo Park CA 94025 | No | No | Yes | No | |
1471809 | Khosla Ventures Iii, L.p. | 2128 Sand Hill Road Menlo Park CA 94025 | No | No | Yes | No | |
1501927 | Vk Services, Llc | 2128 Sand Hill Road Menlo Park CA 94025 | No | No | Yes | No | |
1501934 | Khosla Ventures Associates Iii, Llc | 2128 Sand Hill Road Menlo Park CA 94025 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2016-11-28 | 689,000 | $0.00 | 689,000 | No | 4 | C | Indirect | See Footnote |
Class A Common Stock | Disposition | 2016-11-28 | 689,000 | $12.73 | 0 | No | 4 | S | Indirect | See Footnote |
Class A Common Stock | Acquisiton | 2016-11-29 | 6,311,000 | $0.00 | 6,311,000 | No | 4 | C | Indirect | See Footnote |
Class A Common Stock | Disposition | 2016-11-29 | 960,000 | $12.60 | 5,351,000 | No | 4 | S | Indirect | See Footnote |
Class A Common Stock | Disposition | 2016-11-30 | 351,000 | $12.76 | 5,000,000 | No | 4 | S | Indirect | See Footnote |
Class A Common Stock | Disposition | 2016-11-30 | 5,000,000 | $0.00 | 0 | No | 4 | J | Indirect | See Footnote |
Class A Common Stock | Acquisiton | 2016-11-30 | 454,545 | $0.00 | 454,545 | No | 4 | J | Indirect | See Footnote |
Class A Common Stock | Disposition | 2016-11-30 | 454,545 | $0.00 | 0 | No | 4 | J | Indirect | See Footnote |
Class A Common Stock | Acquisiton | 2016-11-30 | 439,545 | $0.00 | 439,545 | No | 4 | J | Indirect | See Footnote |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | See Footnote |
No | 4 | S | Indirect | See Footnote |
No | 4 | C | Indirect | See Footnote |
No | 4 | S | Indirect | See Footnote |
No | 4 | S | Indirect | See Footnote |
No | 4 | J | Indirect | See Footnote |
No | 4 | J | Indirect | See Footnote |
No | 4 | J | Indirect | See Footnote |
No | 4 | J | Indirect | See Footnote |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Class B Common Stock | Disposition | 2016-11-28 | 689,000 | $0.00 | 689,000 | $0.00 |
Class A Common Stock | Class B Common Stock | Disposition | 2016-11-29 | 6,311,000 | $0.00 | 6,311,000 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
49,833,780 | No | 4 | C | Indirect | ||
43,522,780 | No | 4 | C | Indirect |
Footnotes
- Pursuant to a conversion exempt under Rule 16b-6(b), shares of Class B Common Stock were automatically converted into shares of Class A Common Stock on a one-for-one basis.
- Consists of securities held of record by Khosla Ventures III, LP ("KV III"), of which Khosla Ventures Associates III, LLC ("KVA III") is the general partner. Vinod Khosla is the managing member of VK Services, LLC ("VK Services"), which is the manager of KVA III. Each of KVA III, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of KVA III, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $12.51 to $12.84, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $12.48 to $12.67, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $12.48 to $12.89, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4.
- On November 30, 2016, 5,000,000 shares of Class A Common Stock held by KV III were distributed to the limited partners and general partners of KV III.
- On November 30, 2016, 454,545 shares of Class A Common Stock held by KVA III were distributed to the general partners of KVA III.
- Consists of securities held of record by KVA III. Vinod Khosla is the managing member of VK Services, which is the manager of KVA III. Each of KVA III, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of KVA III, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
- Consists of securities held of record by VK Services. Vinod Khosla is the managing member of VK Services. Each of VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
- Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.