SEC Form 3
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 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/06/2017 | 3. Issuer Name and Ticker or Trading Symbol Elevate Credit, Inc. [ ELVT ] | |||||||||||||
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)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 13,296(1) | I | By Sequoia Capital Franchise Fund, L.P.(2)(3) |
Common Stock | 1,813(1) | I | By Sequoia Capital Franchise Partners, L.P.(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 A Preferred Stock | (4) | (4) | Common Stock | 1,587,132 | (4) | I | By Sequoia Capital Growth Fund III, L.P.(3)(5) |
Series A Preferred Stock | (4) | (4) | Common Stock | 279,533 | (4) | I | By Sequoia Capital IX, L.P.(3)(6) |
Series A Preferred Stock | (4) | (4) | Common Stock | 256,234 | (4) | I | By Sequoia Capital Franchise Fund, L.P.(2)(3) |
Series A Preferred Stock | (4) | (4) | Common Stock | 77,725 | (4) | I | By Capital Growth III Principals Fund, LLC(3)(5) |
Series A Preferred Stock | (4) | (4) | Common Stock | 34,940 | (4) | I | By Sequoia Capital Franchise Partners, L.P.(2)(3) |
Series A Preferred Stock | (4) | (4) | Common Stock | 17,496 | (4) | I | By Sequoia Capital Growth Partners III, L.P.(3)(5) |
Series A Preferred Stock | (4) | (4) | Common Stock | 11,646 | (4) | I | By Sequoia Capital Entrepreneurs Annex Fund, L.P.(3)(6) |
Series B Preferred Stock | (7) | (7) | Common Stock | 469,955 | (7) | I | By Sequoia Capital Growth Fund III, L.P.(3)(5) |
Series B Preferred Stock | (7) | (7) | Common Stock | 82,771 | (7) | I | By Sequoia Capital IX, L.P.(3)(6) |
Series B Preferred Stock | (7) | (7) | Common Stock | 75,872 | (7) | I | By Sequoia Capital Franchise Fund, L.P.(2)(3) |
Series B Preferred Stock | (7) | (7) | Common Stock | 23,015 | (7) | I | By Capital Growth III Principals Fund, LLC(3)(5) |
Series B Preferred Stock | (7) | (7) | Common Stock | 10,346 | (7) | I | By Sequoia Capital Franchise Partners, L.P.(2)(3) |
Series B Preferred Stock | (7) | (7) | Common Stock | 5,181 | (7) | I | By Sequoia Capital Growth Partners III, L.P.(3)(5) |
Series B Preferred Stock | (7) | (7) | Common Stock | 3,448 | (7) | I | By Sequoia Capital Entrepreneurs Annex Fund, L.P.(3)(6) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. The number of shares of common stock reported does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. |
2. SCFF Management, LLC is the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. The managing members of SCFF Management are Douglas M. Leone and Michael J. Moritz. Each of the managing members of SCFF III Management, LLC may be deemed to share beneficial ownership of the shares held by the Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. |
3. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its 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. The Series A preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. |
5. SCGF III Management, LLC is the general partner of each of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P., and is the managing member of Sequoia Capital Growth III Principals Fund, LLC. As a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Partners III, L.P., Sequoia Capital Growth Fund III, L.P. and Sequoia Capital Growth III Principals Fund, LLC. |
6. SC IX.I Management, LLC is the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. |
7. The Series B preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. |
Remarks: |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P. | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Michael J. Moritz | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the managing member of Sequoia Capital Growth III Principals Fund, LLC | 04/06/2017 | |
/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P. | 04/06/2017 | |
** 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. |