| UNITED STATES |
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| SECURITIES AND EXCHANGE COMMISSION |
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| Washington, D.C. 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
zulily, inc.
(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
(Title of Class of Securities)
989774104
(CUSIP Number)
May 6, 2015
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o | Rule 13d-1(b) |
x | Rule 13d-1(c) |
o | Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 989774104 |
| 13G |
1. | Name of Reporting Persons: | ||
2. | Check the Appropriate Box if a Member of a Group | ||
| (a) o | ||
3. | SEC Use Only | ||
4. | Citizenship or Place of Organization: | ||
Number of | 5. | Sole Voting Power: | |
6. | Shared Voting Power: | ||
7. | Sole Dispositive Power: | ||
8. | Shared Dispositive Power: | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: | ||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||
11. | Percent of Class Represented by Amount in Row (9): | ||
12. | Type of Reporting Person (See Instructions): | ||
(1) | The percentage is based upon 66,873,321 shares of Class A Common Stock and 56,602,221 shares of Class B Common Stock, outstanding as of May 4, 2015, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on May 6, 2015. |
CUSIP No. 989774104 |
| 13G |
1. | Name of Reporting Persons: | ||
2. | Check the Appropriate Box if a Member of a Group | ||
| (a) o | ||
3. | SEC Use Only | ||
4. | Citizenship or Place of Organization: | ||
Number of | 5. | Sole Voting Power: | |
6. | Shared Voting Power: | ||
7. | Sole Dispositive Power: | ||
8. | Shared Dispositive Power: | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: | ||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||
11. | Percent of Class Represented by Amount in Row (9): | ||
12. | Type of Reporting Person (See Instructions): | ||
(1) The percentage is based upon 66,873,321 shares of Class A Common Stock and 56,602,221 shares of Class B Common Stock, outstanding as of May 4, 2015, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on May 6, 2015.
CUSIP No. 989774104 |
| 13G |
1. | Name of Reporting Persons: | ||
2. | Check the Appropriate Box if a Member of a Group | ||
| (a) o | ||
3. | SEC Use Only | ||
4. | Citizenship or Place of Organization: | ||
Number of | 5. | Sole Voting Power: | |
6. | Shared Voting Power: | ||
7. | Sole Dispositive Power: | ||
8. | Shared Dispositive Power: | ||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: | ||
10. | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||
11. | Percent of Class Represented by Amount in Row (9): | ||
12. | Type of Reporting Person (See Instructions): | ||
(1) The percentage is based upon 66,873,321 shares of Class A Common Stock issued and outstanding as of May 4, 2015, as reported in the Issuer’s Form 10-Q filed with the SEC on May 6, 2015.
STATEMENT ON SCHEDULE 13G
Item 1. (a). |
| Name of Issuer |
Item 1. (b). |
| Address of Issuer’s Principal Executive Offices: Seattle, WA 98121 |
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Item 2(a). |
| Name of Person Filing
Alibaba Group Holding Limited, Alibaba Group Treasury Limited and Des Voeux Investment Company Limited are collectively referred to herein as the “Reporting Persons.” |
Item 2(b). |
| Address of Principal Business Office
The principal business address for Alibaba Group Treasury Limited is c/o Trident Chambers, P.O. Box 146, Road Town, Tortola, British Virgin Islands.
The principal business address for Des Voeux Investment Company Limited is c/o Trident Chambers, P.O. Box 146, Road Town, Tortola, British Virgin Islands. |
Item 2(c). |
| Citizenship |
Item 2(d). |
| Title of Class of Securities: |
Item 2(e). |
| CUSIP Number: |
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Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: | |
| Not Applicable. | |
Item 4. | Ownership. | ||
| All information is as of May 15, 2015. Percentages are based on the aggregate number of shares of Class A Common Stock and Class B Common Stock, outstanding as of May 4, 2015, as reported in the Issuer’s Form 10-Q filed with the SEC on May 6, 2015. | ||
| (a) | Beneficial ownership: The information required by Items 4(a) — (c) is set forth in Rows 5-11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
Des Voeux Investment Company Limited is the record holder of 11,500,000 shares of Class A Common Stock and is a wholly owned subsidiary of Alibaba Group Treasury Limited, which is a wholly owned subsidiary of Alibaba Group Holding Limited. Accordingly, Alibaba Group Treasury Limited and Alibaba Group Holding Limited may be deemed to beneficially own the securities directly held by Des Voeux Investment Company Limited. | |
| (b) | Percent of class: See Item 11 of each cover page, which is based upon Item 9 of each cover page. See also Item 4(a) above. | |
| (c) | Number of shares as to which the person has:
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| (i) | Sole power to vote or to direct the vote See Item 5 of each cover page. See also Item 4(a) above. |
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| (ii) | Shared power to vote or to direct the vote See Item 6 of each cover page. See also Item 4(a) above. |
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| (iii) | Sole power to dispose or to direct the disposition of See Item 7 of each cover page. See also Item 4(a) above. |
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| (iv) | Shared power to dispose or to direct the disposition of See Item 8 of each cover page. See also Item 4(a) above. |
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Item 5. | Ownership of Five Percent or Less of a Class | ||
| Not Applicable. | ||
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Item 6. | Ownership of More than Five Percent on Behalf of Another Person. | ||
| Not Applicable. | ||
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Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. | ||
| Not Applicable. | ||
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Item 8. | Identification and Classification of Members of the Group. | ||
| Not Applicable. | ||
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Item 9. | Notice of Dissolution of Group. | ||
| Not Applicable. | ||
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Item 10. | Certification. | ||
| By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11. | ||
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: May 15, 2015
| ALIBABA GROUP HOLDING LIMITED | |
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| By: | /s/ Timothy A. Steinert |
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| Name: Timothy A. Steinert |
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| Title: General Counsel and Secretary |
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| ALIBABA GROUP TREASURY LIMITED | |
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| By: | /s/ Timothy A. Steinert |
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| Name: Timothy A. Steinert |
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| Title: Director |
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| DES VOEUX INVESTMENT COMPANY LIMITED | |
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| By: | /s/ Timothy A. Steinert |
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| Name: Timothy A. Steinert |
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| Title: Director |
[Signature Page to Schedule 13G]
