| 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) 06/07/2019 | 3. Issuer Name and Ticker or Trading Symbol Slack Technologies, Inc. [ WORK ] | |||||||||||||
| 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) |
| 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 | (1) | (1) | Class B Common Stock(2) | 59,168,130 | (1) | D(3) | |
| Series A Preferred Stock | (1) | (1) | Class B Common Stock(2) | 4,440,750 | (1) | I | By Accel X Strategic Partners L.P.(4) |
| Series A Preferred Stock | (1) | (1) | Class B Common Stock(2) | 2,375,430 | (1) | I | By Accel Investors 2009 L.L.C.(5) |
| Series B Preferred Stock | (1) | (1) | Class B Common Stock(2) | 7,260,690 | (1) | D(3) | |
| Series B Preferred Stock | (1) | (1) | Class B Common Stock(2) | 544,950 | (1) | I | By Accel X Strategic Partners L.P.(4) |
| Series B Preferred Stock | (1) | (1) | Class B Common Stock(2) | 291,510 | (1) | I | By Accel Investors 2009 L.L.C.(5) |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 2,155,500 | (1) | D(3) | |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 161,790 | (1) | I | By Accel X Strategic Partners L.P.(4) |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 86,550 | (1) | I | By Accel Investors 2009 L.L.C.(5) |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 11,549,040 | (1) | I | By Accel XI L.P.(6) |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 867,720 | (1) | I | By Accel XI Strategic Partners L.P.(7) |
| Series C Preferred Stock | (1) | (1) | Class B Common Stock(2) | 1,226,520 | (1) | I | By Accel Investors 2013 L.L.C.(8) |
| Series F-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 1,627,468 | (1) | I | By Accel XI L.P.(6) |
| Series F-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 122,277 | (1) | I | By Accel XI Strategic Partners L.P.(7) |
| Series F-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 172,839 | (1) | I | By Accel Investors 2013 L.L.C.(8) |
| Series H-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 1,422,056 | (1) | I | By Accel XI L.P.(6) |
| Series H-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 106,843 | (1) | I | By Accel XI Strategic Partners L.P.(7) |
| Series H-1 Preferred Stock | (1) | (1) | Class B Common Stock(2) | 151,025 | (1) | I | By Accel Investors 2013 L.L.C.(8) |
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 Series A, Series B, Series C, Series F-1 and Series H-1 Preferred Stock are each convertible into Class B Common Stock on a 1:1 basis and have no expiration date. Upon the effectiveness of the Issuer's Registration Statement on Form S-1, all shares of preferred stock will be converted, in an exempt transaction pursuant to Rule 16b-7, into shares of Class B Common Stock of the Issuer. |
| 2. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the Reporting Person and has no expiration date. |
| 3. These shares are held by Accel X L.P. Accel X Associates L.L.C. is the general partner of each of Accel X L.P. and Accel X Strategic Partners L.P. (together, the "Accel X Entities"). The managing members of Accel X Associates L.L.C. are Andrew G. Braccia, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong. Accel X Associates L.L.C. has sole voting and dispositive power with regard to the shares held by the Accel X Entities, and its managing members share such powers. |
| 4. These shares are held by Accel X Strategic Partners L.P. Accel X Associates L.L.C. is the general partner of each of the Accel X Entities. The managing members of Accel X Associates L.L.C. are Andrew G. Braccia, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong. Accel X Associates L.L.C. has sole voting and dispositive power with regard to the shares held by the Accel X Entities, and its managing members share such powers. |
| 5. These shares are held by Accel Investors 2009 L.L.C. The managing member of Accel Investors 2009 L.L.C. are Andrew G. Braccia, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong, all of whom share voting and dispositive power with regard to the shares held by Accel Investors 2009 L.L.C. |
| 6. These shares are held by Accel XI LP. Accel XI Associates L.L.C. is the general partner each of Accel XI L.P. and Accel XI Strategic Partners L.P. (together, the "Accel XI Entities"). The managing members of Accel XI Associates L.L.C. are Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong. Accel XI Associates L.L.C. has sole voting and dispositive power with regard to the shares held by the Accel XI Entities, and its managing members share such powers. |
| 7. These shares are held by Accel XI Strategic Partners L.P. Accel XI Associates L.L.C. is the general partner of each of the Accel XI Entities. The managing members of Accel XI Associates L.L.C. are Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong. Accel XI Associates L.L.C. has sole voting and dispositive power with regard to the shares held by the Accel XI Entities, and its managing members share such powers. |
| 8. These shares are held by Accel Investors 2013 L.L.C. The managing members of Accel Investors 2013 L.L.C. are Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, and Richard P. Wong, all of whom share voting and dispositive power with regard to the shares held by Accel Investors 2013 L.L.C. |
| Remarks: |
| This Form 3 is the first of three Form 3s filed relating to the same event. Combined, the three reports report the holdings for the following reporting persons (the "Accel Reporting Persons"): Accel X L.P., Accel X Strategic Partners L.P., Accel X Associates L.L.C., Accel Investors 2009 L.L.C., Accel XI L.P., Accel XI Strategic Partners L.P., Accel XI Associates L.L.C., Accel Investors 2013 L.L.C., Accel Growth Fund III L.P., Accel Growth Fund III Strategic Partners L.P., Accel Growth Fund III Associates L.L.C., Accel Growth Fund Investors 2014 L.L.C., Accel Growth Fund IV L.P., Accel Growth Fund IV Strategic Partners L.P., Accel Growth Fund IV Associates L.L.C., Accel Growth Fund Investors 2016 L.L.C., Accel Leaders Fund L.P., Accel Leaders Fund Associates L.L.C. and Accel Leaders Fund Investors 2016 L.L.C. This Form 3 has been split into three filings because there are more than 10 Accel Reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting persons and because there are more than 30 reportable holdings among the Accel Reporting Persons. Each Form 3 is filed by designated filer Accel X L.P. Exhibit 24.1 Power of Attorney |
| /s/ TRACY L. SEDLOCK. ATTORNEY IN FACT | 06/07/2019 | |
| ** 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. | ||
