| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/27/2017 | 3. Issuer Name and Ticker or Trading Symbol Redfin Corp [ RDFN ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 26,115 | I | By Draper Fisher Jurvetson Fund IX, L.P.(1) |
| Common Stock | 929 | I | By Draper Associates Riskmasters Fund III, LLC(2) |
| Common Stock | 707 | I | By Draper Fisher Jurvetson Partners IX, LLC(3) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series C Preferred Stock | (4) | (4) | Common Stock | 6,109,256 | (4) | I | By Draper Fisher Jurvetson Fund IX, L.P.(1) |
| Series D Preferred Stock | (5) | (5) | Common Stock | 224,354 | (5) | I | By Draper Fisher Jurvetson Fund IX, L.P.(1) |
| Series E Preferred Stock | (6) | (6) | Common Stock | 214,025 | (6) | I | By Draper Fisher Jurvetson Fund IX, L.P.(1) |
| Series F Preferred Stock | (7) | (7) | Common Stock | 197,993 | (7) | I | By Draper Fisher Jurvetson Fund IX, L.P.(1) |
| Series C Preferred Stock | (4) | (4) | Common Stock | 165,553 | (4) | I | By Draper Fisher Jurvetson Partners IX, LLC(3) |
| Series D Preferred Stock | (5) | (5) | Common Stock | 6,079 | (5) | I | By Draper Fisher Jurvetson Partners IX, LLC(3) |
| Series E Preferred Stock | (6) | (6) | Common Stock | 5,799 | (6) | I | By Draper Fisher Jurvetson Partners IX, LLC(3) |
| Series F Preferred Stock | (7) | (7) | Common Stock | 5,365 | (7) | I | By Draper Fisher Jurvetson Partners IX, LLC(3) |
| Series C Preferred Stock | (4) | (4) | Common Stock | 217,492 | (4) | I | By Draper Associates, L.P.(8) |
| Series D Preferred Stock | (5) | (5) | Common Stock | 7,987 | (5) | I | By Draper Associates, L.P.(8) |
| Series E Preferred Stock | (6) | (6) | Common Stock | 7,619 | (6) | I | By Draper Associates Riskmasters Fund II, LLC(9) |
| Series F Preferred Stock | (7) | (7) | Common Stock | 7,048 | (7) | I | By Draper Associates Riskmasters Fund III, LLC(2) |
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
| 1. These securities are held of record by Draper Fisher Jurvetson Fund IX, L.P. ("Fund IX"). Draper Fisher Jurvetson Fund IX Partners, L.P. ("Fund IX Partners") is the general partner of Fund IX. Timothy Draper, John H.N. Fisher and Stephen T. Jurvetson are the Managing Directors of Fund IX Partners and each may be deemed to share voting and investment power over the securities held by Fund IX. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| 2. These securities are held of record by Draper Associates Riskmasters Fund III, LLC ("DARF III"). DARF III invests lockstep alongside Fund IX, instead and in place of DARF II beginning August 2013. Mr. Draper is the Managing Member of DARF III and may be deemed to have voting and investment power over the securities held by DARF III. Mr. Draper disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| 3. These securities are held of record by Draper Fisher Jurvetson Partners IX, LLC ("Partners IX"). Partners IX invests lockstep alongside Fund IX. Messrs. Draper, Fisher and Jurvetson are the Managing Members of Partners IX and each may be deemed to share voting and investment power over the securities held by Partners IX. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| 4. Each share of the issuer's Series C Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering ("IPO") and has no expiration date and has no expiration date. |
| 5. Each share of the issuer's Series D Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
| 6. Each share of the issuer's Series E Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
| 7. Each share of the issuer's Series F Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
| 8. These securities are held of record by Draper Associates, L.P. ("DALP"). DALP invests lockstep alongside Fund IX. The general partner of DALP is Draper Associates, Inc., which is controlled by its President and majority shareholder, Timothy C. Draper. Mr. Draper may be deemed to have voting and investment power over the securities held by DALP. Mr. Draper disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| 9. These securities are held of record by Draper Associates Riskmasters Fund II, LLC ("DARF II"). DARF II invests lockstep alongside Fund IX, instead and in place of DALP beginning June 2010. Mr. Draper is the Managing Member of DARF II and may be deemed to have voting and investment power over the securities held by DARF II. Mr. Draper disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| Remarks: |
| /s/ John H.N. Fisher | 07/27/2017 | |
| /s/ Timothy C. Draper | 07/27/2017 | |
| /s/ Steven T. Jurvetson | 07/27/2017 | |
| /s/ Timothy C. Draper, Managing Member of DARF II, DARF III and Partners IX, General Partner of DALP, and Managing Director of Fund IX Partners, which is the general partner of Fund IX | 07/27/2017 | |
| /s/ John H.N. Fisher, Managing Member of Partners IX and Managing Director of Fund IX Partners, which is the general partner of Fund IX | 07/27/2017 | |
| /s/ Steven T. Jurvetson, Managing Member of Partners IX and Managing Director of Fund IX Partners, which is the general partner of Fund IX | 07/27/2017 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
