09/12/2025 | Press release | Distributed by Public on 09/12/2025 19:04
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT 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 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
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 (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Bessemer Venture Partners VIII L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538 |
X | |||
Bessemer Venture Partners VIII Institutional L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538 |
X | |||
15 Angels II LLC C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538 |
X | |||
Cloud All Star Fund, LP 180 LYTTON AVENUE PALO ALTO, CA 94301 |
X | |||
Deer VIII & Co. Ltd. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538 |
X | |||
Deer VIII & Co. L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538 |
X |
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P. | 09/12/2025 | |
**Signature of Reporting Person | Date | |
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII Institutional L.P. | 09/12/2025 | |
**Signature of Reporting Person | Date | |
/s/ Scott Ring, Authorized Person of 15 Angels II LLC | 09/12/2025 | |
**Signature of Reporting Person | Date | |
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd. | 09/12/2025 | |
**Signature of Reporting Person | Date | |
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P. | 09/12/2025 | |
**Signature of Reporting Person | Date | |
/s/ John Ailanjian, Managing Member & Authorized Signatory of Cloud All Star Fund GP, LLC, the General Partner of Cloud All Start Fund, L.P. | 09/12/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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) | On September 10, 2025, Bessemer Venture Partners VIII L.P. ("BVP VIII"), Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and 15 Angels II LLC ("15 Angels" and together with BVP VIII and BVP VIII Inst, the "Bessemer Funds") sold 6,461 shares, 7,771 shares and 347 shares of Class A Common Stock of the Issuer, respectively. |
(2) | These shares were sold at a weighted average price of $116.079. These shares were sold in multiple transactions at prices ranging from $115.65 to $116.641. 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 ranges set forth in this footnote. |
(3) | Certain affiliates of the Bessemer Funds own a material interest in Cloud All Star Fund GP, LLC, the general partner of CASF, which has voting and dispositive power with respect to the shares held by CASF. 15 Angels is a subsidiary of BVP VIII Inst. Deer VIII & Co. L.P. ("Deer VIII L.P.") is the general partner of BVP VIII and BVP Inst VIII. Deer VIII & Co. Ltd. ("Deer VIII Ltd.") is the general partner of Deer VIII L.P. Byron Deeter, David Cowan, Jeremy Levine, Robert P. Goodman, Scott Ring, Sandra Grippo and Robert M. Stavis are the directors of Deer VIII Ltd. and hold voting and dispositive power for the Bessemer Funds. Investment and voting decisions with respect to the securities held by the Bessemer Funds are made by the directors of Deer VIII Ltd. acting as an investment committee. |
(4) | These shares were sold at a weighted average price of $117,135. These shares were sold in multiple transactions at prices ranging from $116.669 to $117.654. 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 ranges set forth in this footnote. |
(5) | These shares were sold at a weighted average price of $118.151. These shares were sold in multiple transactions at prices ranging from $117.685 to $118.59. 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 ranges set forth in this footnote. |
(6) | These shares were sold at a weighted average price of $118.735. These shares were sold in multiple transactions at prices ranging from $118.60 to $119.00. 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 ranges set forth in this footnote. |
(7) | On September 11, 2025, BVP VIII, BVP VIII Inst and 15 Angels II sold 3,124 shares, 3,757 shares and 167 shares of Class A Common Stock of the Issuer, respectively. |
(8) | These shares were sold at a weighted average price of $117.098. These shares were sold in multiple transactions at prices ranging from $117.00 to $117.283. 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 ranges set forth in this footnote. |
(9) | After the sales, BVP VIII, BVP VIII Inst, 15 Angels and Cloud All Star Fund, L.P. ("CASF"), own 3,174,149 shares, 3,884,761 shares, 174,368 shares and 189,399 shares of Class A Common Stock, respectively. |