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Filing Details

Accession Number:: 0000899243-23-003521
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2023-02-02 17:18:56
Reporting Period:: 2021-12-10

Accepted Time:: 2023-02-02 17:18:56
Original Submission Date:: 2021-12-14
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1653482	Gitlab Inc.	GTLB	Services-Prepackaged Software (7372)	471861035

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1688124	J.g. William Griffith	C/O Iconiq Capital 394 Pacific Avenue, 2Nd Floor San Francisco CA 94111	No	No	Yes	No
1688143	Divesh Makan	C/O Iconiq Capital 394 Pacific Avenue, 2Nd Floor San Francisco CA 94111	No	No	Yes	No
1889155	Iconiq Investment Holdings, Lp	C/O Iconiq Capital 394 Pacific Avenue, 2Nd Floor San Francisco CA 94111	No	No	Yes	No
1889156	Iconiq Capital Group Gp, Llc	C/O Iconiq Capital 394 Pacific Avenue, 2Nd Floor San Francisco CA 94111	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-12-10	53,676	$75.07	53,676	No	4	P	Direct
Class A Common Stock	Acquisiton	2021-12-10	53,329	$75.01	53,329	No	4	P	Indirect	By William J.G.Griffith
Class A Common Stock	Acquisiton	2021-12-10	10	$74.88	10	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-10	2,900	$71.55	2,910	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-10	8,030	$72.61	10,940	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-10	30,041	$73.72	40,981	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-10	245,030	$74.89	286,011	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-13	1,014	$72.98	287,025	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-13	9,143	$74.06	296,168	No	4	P	Indirect	By ICONIQ Investment Holdings, LP
Class A Common Stock	Acquisiton	2021-12-13	38,659	$74.82	334,827	No	4	P	Indirect	By ICONIQ Investment Holdings, LP

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Indirect	By William J.G.Griffith
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP
No	4	P	Indirect	By ICONIQ Investment Holdings, LP

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	556,335	Indirect	By ICONIQ Strategic Partners III, L.P.
Class A Common Stock	594,449	Indirect	By ICONIQ Strategic Partners III-B, L.P.
Class A Common Stock	129,400	Indirect	By ICONIQ Strategic Partners V, L.P.
Class A Common Stock	195,650	Indirect	By ICONIQ Strategic Partners V-B, L.P.
Class A Common Stock	429,104	Indirect	By ICONIQ Strategic Partners VI, L.P.
Class A Common Stock	535,503	Indirect	By ICONIQ Strategic Partners VI-B, L.P.

Footnotes

The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.85 to $75.25. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The shares are held directly by Divesh Makan ("Makan") through a family trust of which he is a trustee and another estate planning trust having an independent trustee. The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
The shares are held directly by William J.G. Griffith ("Griffith") through a family trust of which he is a trustee and another estate planning trust having an independent trustee. The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
This transaction is being reported by Makan and Griffith. ICONIQ Investment Holdings, LP ("ICONIQ Investment") and ICONIQ Capital Group GP, LLC ("ICONIQ Investment GP") have filed a Form 3 reporting the shares purchased in this transaction.
Shares held by ICONIQ Investment. ICONIQ Investment GP is the general partner of ICONIQ Investment. Makan is the sole member of ICONIQ Investment GP. Griffith may have limited partner or other interests in the shares held by ICONIQ Investment.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $71.01 to $72.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $72.10 to $72.99. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $73.03 to $74.02. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.04 to $75.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $72.50 to $73.36. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $73.50 to $74.48. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.49 to $75.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
The shares are held by ICONIQ Strategic Partners VI, L.P. ("ICONIQ VI").
The shares are held by ICONIQ Strategic Partners VI-B, L.P. ("ICONIQ VI-B").
ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of each of ICONIQ V and ICONIQ V-B. ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. ICONIQ Strategic Partners VI GP, L.P. ("ICONIQ VI GP") is the sole general partner of each of ICONIQ VI and ICONIQ VI-B. ICONIQ Strategic Partners VI TT GP, Ltd. ("ICONIQ VI Parent GP") is the sole general partner of ICONIQ VI GP. Makan and Griffith are the sole equity holders of ICONIQ III Parent GP. Makan, Griffith and Matthew Jacobson ("Jacobson") are the sole equity holders of each of ICONIQ V Parent GP and ICONIQ VI Parent GP.
Each of ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP, ICONIQ VI GP, ICONIQ VI Parent GP, ICONIQ Investment GP, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.