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Filing Details

Accession Number:: 0001628280-19-004314
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-04-15 20:41:10
Reporting Period:: 2019-04-15

Accepted Time:: 2019-04-15 20:41:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1568100	Pagerduty Inc.	PD	Services-Prepackaged Software (7372)	272793871

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1762438	Ethan Kurzweil	C/O Bessemer Venture Partners 1865 Palmer Ave., Suite 104 Larchmont NY 10538		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2019-04-15	0	$0.00	0	No	4	C	Indirect	See footnotes
Common Stock	Acquisiton	2019-04-15	0	$0.00	0	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See footnotes
No	4	P	Indirect	See footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Price	Price - 2
Common Stock	Series B Preferred Stock	Disposition	2019-04-15	$0.00	$0.00
Common Stock	Series C Preferred Stock	Disposition	2019-04-15	$0.00	$0.00
Common Stock	Series D Preferred Stock	Disposition	2019-04-15	$0.00	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII, L.P. ("BVP VIII", and together with BVP VIII Inst, the "Funds") received 3,943,601 shares of Common Stock and 3,279,112 shares of Common Stock, respectively, upon conversion of the Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock (collectively the "Preferred Stock") upon the closing of the Issuer's initial public offering.
The Preferred Stock converted into Common Stock on a one-for-one basis upon the closing of the Issuer's initial public offering without payment of consideration. The Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock had no expiration date.
Following the reported transaction, BVP VIII Inst and BVP VIII owned 4,298,235 and 3,573,989 shares of Common Stock, respectively.
The Reporting Person has a passive economic interest in the shares held by the Funds through an interest in (1) BVP VIII and (2) Deer VIII & Co. L.P. ("Deer L.P."), the general partner of each of the Funds. The Reporting Person disclaims beneficial ownership of the securities held by the Funds, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in Deer L.P. and his indirect limited partnership interest in BVP VIII. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities.
On April 15, 2019, BVP VIII Inst and BVP VIII purchased 163,800 shares and 136,200 shares, respectively, of Common Stock in the Issuer's initial public offering at a price per share of $24.00. Following the reported transaction, BVP VIII Inst and BVP VIII own 4,462,035 and 3,710,189 shares, respectively, of Common Stock.
Prior to the closing, BVP VIII Inst and BVP VIII owned 3,798,666 shares and 3,158,600 shares, respectively, of the Series B Preferred Stock that converted into 3,798,666 shares and 3,158,600 shares, respectively, of Common Stock. Following the conversion, BVP VIII Inst and BVP VIII owned zero shares of Series B Preferred Stock.
Prior to the closing, BVP VIII Inst and BVP VIII owned 52,168 shares and 43,376 shares, respectively, of the Series C Preferred Stock that converted into 52,168 shares and 43,376 shares, respectively, of Common Stock. Following the conversion, BVP VIII Inst and BVP VIII owned zero shares of Series C Preferred Stock.
Prior to the closing, BVP VIII Inst and BVP VIII owned 92,767 shares and 77,136 shares, respectively, of the Series D Preferred Stock that converted into 92,767 shares and 77,136 shares, respectively, of Common Stock. Following the conversion, BVP VIII Inst and BVP VIII owned zero shares of Series D Preferred Stock.