Filing Details
- Accession Number:
- 0001209191-18-054323
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-10-04 19:42:03
- Reporting Period:
- 2018-10-02
- Accepted Time:
- 2018-10-04 19:42:03
- SEC Url:
- Form 4 Filing
Issuer
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1091435 | Mitchell Lasky | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1183234 | Robert Kagle | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1190191 | William J Gurley | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1190192 | Alexandre Balkanski | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1190193 | M Steven Spurlock | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1190211 | Bruce Dunlevie | 2965 Woodside Road Woodside CA 94062 | No | No | Yes | No | |
| 1190213 | Kevin Harvey | 2965 Woodside Road Woodside CA 94062 | 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 | 2018-10-02 | 2,564,431 | $0.00 | 2,564,431 | No | 4 | C | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-02 | 2,564,431 | $0.00 | 0 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 28,450 | $0.00 | 28,450 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-03 | 2,342 | $20.76 | 26,108 | No | 4 | S | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-03 | 26,108 | $20.95 | 0 | No | 4 | S | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 13,937 | $0.00 | 13,937 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 97,129 | $0.00 | 97,129 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 91,156 | $0.00 | 91,156 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-02 | 91,156 | $0.00 | 0 | No | 5 | G | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 33,184 | $0.00 | 33,184 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-02 | 33,184 | $0.00 | 0 | No | 5 | G | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 112,604 | $0.00 | 112,604 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-03 | 9,369 | $20.76 | 103,235 | No | 4 | S | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 1,195 | $0.00 | 1,195 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 157,524 | $0.00 | 157,524 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 104,430 | $0.00 | 104,430 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Acquisiton | 2018-10-02 | 48,328 | $0.00 | 48,328 | No | 4 | J | Indirect | See footnote |
| Class A Common Stock | Disposition | 2018-10-02 | 48,328 | $0.00 | 0 | No | 5 | G | Indirect | See footnote |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | See footnote |
| No | 4 | J | Indirect | See footnote |
| No | 4 | J | 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 | 5 | G | Indirect | See footnote |
| No | 4 | J | Indirect | See footnote |
| No | 5 | G | Indirect | See footnote |
| No | 4 | J | 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 |
| No | 5 | G | 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 | 2018-10-02 | 2,564,431 | $0.00 | 2,564,431 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 7,693,293 | No | 4 | C | Indirect |
Footnotes
- Shares are held by Benchmark Capital Partners V, L.P. ("BCP V"), as nominee for BCP V, Benchmark Founders' Fund V, L.P. ("BFF V"), Benchmark Founders' Fund V-A, L.P. ("BFF V-A"), Benchmark Founders' Fund V-B, L.P. ("BFF V-B") and related persons. Benchmark Capital Management Co. V, L.L.C. ("BCMC V"), the general partner of each of BCP V, BFF V, BFF V-A and BFF V-B, may be deemed to have sole voting and dispositive power over such shares. Alexandre Balkanski, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC V, may be deemed to share voting and dispositive power over these shares beneficially held by such entities. Each reporting person disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such reporting persons' pecuniary interest in such securities.
- Represents a pro-rata, in-kind distribution by BCP V and its affiliated funds and related persons, without additional consideration, to their respective partners, members and assigns.
- Shares are held by Steven M. Spurlock's family trust.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.45 to $21.05, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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 range set forth in this footnote.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.80 to $21.08, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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 range set forth in this footnote.
- Shares are held by a limited partnership controlled by Alexandre Balkanski.
- Shares are held by Alexandre Balkanski's family trust.
- Shares are held by Bruce W. Dunlevie's family trust.
- Shares are held by a limited partnership controlled by Bruce W. Dunlevie.
- Shares are held directly by J. William Gurley.
- Shares are held by a limited partnership controlled by J. William Gurley.
- Shares are held by Kevin R. Harvey's family trust.
- Shares are held directly by Robert C. Kagle.
- Shares are held directly by Mitchell H. Lasky.
- Each share of the issuer's Class B Common Stock will convert into 1 share of the issuer's Class A Common Stock (a) at the option of the holder and (b) automatically upon (i) any transfer which occurs after the closing of the issuer's initial public offering, except for certain permitted transfers, and (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than 66 2/3% of the outstanding shares of Class B Common Stock, (y) ten years from the effective date of the issuer's initial public offering and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 5% of all outstanding shares of the issuer's common stock, and has no expiration date.
- Not applicable.
Billionaire Hedge Funds
