Access Industries Management Form 3 DigitalOcean / Len Blavatnik ownership change

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^*

Access Industries Holdings LLC

(Last) (First) (Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/23/2021

3. Issuer Name and Ticker or Trading Symbol
DigitalOcean Holdings, Inc. [ DOCN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Affiliate of 10% Owner

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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	23,737,790(1)	I(2)(3)(4)	By LLCs

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

1. Name and Address of Reporting Person^*

Access Industries Holdings LLC

(Last) (First) (Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

AI Droplet Sharing LLC

(Last) (First) (Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH ST, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ACCESS INDUSTRIES MANAGEMENT, LLC

(Last) (First) (Middle)

40 WEST 57TH ST, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blavatnik Len

(Last) (First) (Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

AI Droplet Holdings LLC

(Last) (First) (Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH ST, 28TH FL

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

Explanation of Responses:

1. Consists of (a) 23,582,125 shares held directly by AI Droplet Holdings LLC, and (b) 155,665 shares held directly by AI Droplet Sharing LLC.

2. Each of Access Industries Management, LLC ("AIM") and Len Blavatnik may be deemed to beneficially own, and share investment and voting power over, the shares held directly by AI Droplet Holdings LLC because (i) AIM is the sole manager of AI Droplet Holdings LLC and (ii) Mr. Blavatnik controls AIM and a majority of the outstanding voting interests in AI Droplet Holdings LLC. Each of AIM and Mr. Blavatnik and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AI Droplet Holdings LLC, disclaims beneficial ownership of the shares held directly by AI Droplet Holdings LLC. Each of the reporting persons (other than AIM and Mr. Blavatnik) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, if any, and this Form shall not be construed as an admission that any such reporting person (other than AIM and Mr. Blavatnik) is the beneficial owner of such securities for any purpose.

3. Each of AIM, Access Industries Holdings LLC ("AIH") and Mr. Blavatnik may be deemed to beneficially own, and share investment and voting power over, the shares held directly by AI Droplet Sharing LLC because (i) AIM is the sole manager of AI Droplet Sharing LLC, (ii) AIH controls a majority of the outstanding voting interests in AI Droplet Sharing LLC and (iii) Mr. Blavatnik controls AIM and a majority of the outstanding voting interests in AIH. Each of AIM, AIH and Mr. Blavatnik and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AI Droplet Sharing LLC, disclaims beneficial ownership of the shares held directly by AI Droplet Sharing LLC.

4. Each of the reporting persons (other than AIM, AIH, and Mr. Blavatnik) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, if any, and this Form shall not be construed as an admission that any such reporting person (other than AIM and Mr. Blavatnik) is the beneficial owner of such securities for any purpose.

Remarks:

Exhibit List Ex-24 - Power of Attorney

	/s/ Alejandro Moreno for Access Industries Holdings LLC	03/23/2021
	/s/ Alejandro Moreno for AI Droplet Sharing LLC	03/23/2021
	/s/ Alejandro Moreno for Access Industries Management, LLC	03/23/2021
	/s/ Alejandro Moreno as Attorney-in-Fact for Mr. Blavatnik	03/23/2021
	/s/ Alejandro Moreno for AI Droplet Holdings LLC	03/23/2021
	** Signature of Reporting Person	Date
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