09/19/2024 | Press release | Distributed by Public on 09/19/2024 19:08
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
||||||||||||||||||||||||||||
|
1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GC Venture VIII-B, LLC C/O GENERAL CATALYST PARTNERS 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE, MA02138 |
|
|
|
|
General Catalyst Group VIII, L.P. C/O GENERAL CATALYST PARTNERS 20 UNIVERSITY ROAD 4TH FLOOR, CAMBRIDGE, MA02138 |
|
|
|
|
General Catalyst Group X - Endurance, L.P. C/O GENERAL CATALYST PARTNERS 20 UNIVERSITY ROAD 4TH FLOOR, CAMBRIDGE, MA02138 |
|
|
|
|
General Catalyst Group XI - Endurance, L.P. C/O GENERAL CATALYST PARTNERS 20 UNIVERSITY ROAD 4TH FLOOR, CAMBRIDGE, MA02138 |
|
|
|
|
GCGM Investment Holdings, LP C/O GENERAL CATALYST PARTNERS 20 UNIVERSITY ROAD 4TH FLOOR, CAMBRIDGE, MA02138 |
|
|
|
General Catalyst Group VIII, LP, By: General Catalyst Partners VIII, L.P., Its General Partner, By: General Catalyst GP VIII, LLC, Its General Partner; By: /s/ Christopher McCain | 2024-09-19 |
**Signature of Reporting Person | Date |
GC Venture VIII-B, LLC, By: GC Venture VIII-B Manager, LLC, Its Manager, By: General Catalyst Group Management, LLC, Its Manager; By: /s/ Christopher McCain | 2024-09-19 |
**Signature of Reporting Person | Date |
General Catalyst Group X - Endurance, L.P., By: General Partner for General Catalyst Partners X - Growth Venture, L.P., By: General Catalyst GP X - Growth Venture, LLC, its General Partner, By: /s/ Christopher McCain | 2024-09-19 |
**Signature of Reporting Person | Date |
General Catalyst Group XI - Endurance, L.P., By: General Partner for General Catalyst Partners XI - Endurance, L.P., By: General Catalyst Endurance GP XI, LLC, its General Partner, By: /s/ Christopher McCain | 2024-09-19 |
**Signature of Reporting Person | Date |
GCGM Investment Holdings, LP, By: General Catalyst Group Management Holdings GP, LLC, its General Partner, By: /s/ Christopher McCain | 2024-09-19 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Effective September 17, 2024, GC Venture VIII-B, LLC ("GCVVIIIB"), a venture capital partnership, distributed in-kind on a pro-rata basis, without consideration, a total of 2,998,022 shares of Class A Common Stock of the Issuer to its general and limited partners. |
(2) | General Catalyst Group Management Holdings GP, LLC ("GCGMH LLC") is the general partner of GCGM Investment Holdings, LP ("GCGM IH") and General Catalyst Group Management Holdings, L.P. ("GCGMH"), which is the manager of General Catalyst Group Management, LLC ("GCGM LLC"), which is (a) the manager of GC Venture VIII-B Manager, LLC, which is the manager of GCVVIIIB, and (b) the manager of General Catalyst GP VIII, LLC ("GCGPVIII"), which is the general partner of General Catalyst Partners VIII, L.P. ("GCPVIII"), which is the general partner of General Catalyst Group VIII, L.P. ("GCGVIII"), |
(3) | (Continued from Footnote 2) and (d) the manager of General Catalyst GP X - Growth Venture, LLC, which is the general partner of General Catalyst Partners X - Growth Venture, L.P., which is the general partner of General Catalyst Group X - Endurance, L.P. ("GCGXE"). |
(4) | (Continued from Footnote 3) Each party named above disclaims beneficial ownership of such shares except to the extent of its pecuniary interest therein. |
(5) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $46.4392 to $47.4391, inclusive. The Reporting Persons undertakes to provide to the Issuer, any security holder, 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 this footnote of this Form 4. |
(6) | Represents shares previously reported as held through GCVVIIIB. |
(7) | Effective September 17, 2024, GCVVIIIB Manager, a venture capital partnership, distributed in-kind on a pro-rata basis, without consideration, a total of 185,926 shares of Class A Common Stock of the Issuer to its general and limited partners. |
(8) | Represents shares previously reported as held through GCVVIIIB Manager. |
(9) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $47.63 to $48.63, inclusive. The Reporting Persons undertakes to provide to the Issuer, any security holder, 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 this footnote of this Form 4. |
(10) | GCGMH LLC is the general partner of GCGMH, which is the manager of GCGM LLC, which is the manager of General Catalyst Endurance GP XI, LLC, which is the general partner of General Catalyst Partners XI - Endurance, L.P., which is the general partner of General Catalyst Group XI - Endurance, L.P. Each party named above disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
(11) | The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis. |