CrowdStrike (CRWD) Form 4 CrowdStrike / Leaders Fund Associates L.L.C. Accel ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Accel Leaders Fund L.P.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CrowdStrike Holdings, Inc. [ CRWD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/10/2020

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	01/10/2020		C		954,400	A	(1)	1,574,760	D(2)
Class A common stock	01/10/2020		C		45,600	A	(1)	75,240	I	Accel Leaders Fund Investors 2016 L.L.C.(3)
Class A common stock	01/10/2020		C		488,900	A	(1)	488,900	I	Accel London III L.P.(4)
Class A common stock	01/10/2020		C		11,100	A	(1)	11,100	I	Accel London Investors 2012 L.P.(5)
Class A common stock	01/10/2020		J(6)		954,400	D	$0	620,360	D(2)
Class A common stock	01/10/2020		J(7)		45,600	D	$0	29,640	I	Accel Leaders Fund Investors 2016 L.L.C.(3)
Class A common stock	01/10/2020		J(8)(11)		488,900	D	$0	0	I	Accel London III L.P.(4)
Class A common stock	01/10/2020		J(9)		11,100	D	$0	0	I	Accel London Investors 2012 L.P.(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B common stock	$0	01/10/2020		C			954,400	(10)	(10)	Class A common stock	954,400	$0	7,599,936	D(2)
Class B common stock	$0	01/10/2020		C			45,600	(10)	(10)	Class A common stock	45,600	$0	363,116	I	Accel Leaders Fund Investors 2016 L.L.C.(3)
Class B common stock	$0	01/10/2020		C			488,900	(10)	(10)	Class A common stock	488,900	$0	4,081,291	I	Accel London III L.P.(4)
Class B common stock	$0	01/10/2020		C			11,100	(10)	(10)	Class A common stock	11,100	$0	92,662	I	Accel London Investors 2012 L.P.(5)

1. Name and Address of Reporting Person^*

Accel Leaders Fund L.P.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Accel Leaders Fund Associates L.L.C.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Accel Leaders Fund Investors 2016 L.L.C.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ACCEL LONDON III LP

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Accel London III Associates L.P.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Accel London Investors 2012 L.P.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Accel London III Associates L.L.C.

(Last) (First) (Middle)

500 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

Explanation of Responses:

1. Class B common stock convert into Class A common stock on a one-for-one basis.

2. These shares are held by Accel Leaders Fund L.P. Accel Leaders Fund Associates L.L.C. is the general partner of Accel Leaders Fund L.P. and has the sole voting and dispositive power with regard to the shares held by Accel Leaders Fund L.P. Accel Leaders Fund Associates L.L.C. disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that either such reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

3. These shares are held by Accel Leaders Fund Investors 2016 L.L.C.

4. These shares are held by Accel London III L.P. Accel London III Associates L.P. is the general partner of Accel London III L.P. and has sole voting and dispositive power with regard to the shares held by Accel London III L. P. Accel London III Associates L.L.C. is the general partner of Accel London III Associates L.P. and Accel London Investors 2012 L.P (together with Accel London III L.P., the "Accel London III Entities"). Accel London III Associates L.L.C. has sole voting and dispositive power with regard to the shares held by the Accel London III Entities. Each of Accel London III Associates L.P. and Accel London III Associates L.L.C. disclaims Section 16 beneficial ownership over the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that either such reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

5. These shares are held by Accel London Investors 2012 L.P.

6. On January 10, 2020, Accel Leaders Fund L.P. distributed, for no consideration, 954,400 shares of Class A common stock of the Issuer (the "Accel Leaders Fund Shares") to its limited partners and to Accel Leaders Fund Associates L.L.C., the general partner of Accel Leaders Fund L.P., representing each such partner's pro rata interest in such Accel Leaders Fund Shares. On the same date, Accel Leaders Fund Associates L.L.C. distributed, for no consideration, the Accel Leaders Fund Shares it received in the distribution by Accel Leaders Fund L.P. to its members, representing each such member's pro rata interest in such Accel Leaders Fund Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

7. On January 10, 2020, Accel Leaders Fund Investors 2016 L.L.C. distributed, for no consideration, 45,600 shares of Class A common stock of the Issuer (the "Accel Leaders Fund Investors Shares") to its members, representing each such partner's pro rata interest in such Accel Leaders Fund Investors Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

8. On January 10, 2020, Accel London III L.P. distributed, for no consideration, 488,900 shares of Class A common stock of the Issuer (the "Accel London III Shares") to its limited partners and to Accel London III Associates L.P., the general partner of Accel London III L.P., representing each such partner's pro rata interest in such Accel London III Shares. On the same date, Accel London III Associates L.P. distributed, for no consideration, the Accel London III Shares it received in the distribution by Accel London III L.P. to its limited partners and to Accel London III Associates L.L.C., the general partner of Accel London III Associates L.P., representing each such partner's pro rata interest in such Accel London III Shares. Continued in footnote (11) below.

9. On January 10, 2020, Accel London Investors 2012 L.P. distributed, for no consideration, 11,100 shares of Class A common stock of the Issuer (the "Accel London Investors Shares") to its limited partners and to Accel London III Associates L.L.C., the general partner of Accel London Investors 2012 L.P., representing each such partner's pro rata interest in such Accel London Investors Shares. On that same date, Accel London III Associates L.L.C. distributed, for no consideration, the Accel London Investors Shares it received in the distribution by Accel London Investors 2012 L.P. to its members, representing each such member's pro rata interest in such Accel London Investors Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

10. Each share of Class B common stock is convertible at any time at the option of the Reporting Person into one share of Class A common stock and has no expiration date. All shares of Class B common stock will automatically convert into shares of Class A common stock upon the occurrence of certain specified events.

11. Also on that same date, Accel London III Associates L.L.C. distributed, for no consideration, the Accel London III Shares it received in the distribution by Accel London III Associates L.P. to its members, representing each such member's pro rata interest in such Accel London III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.

	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel Leaders Fund L.P.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel Leaders Fund II Associates L.L.C.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel Leaders Fund Investors 2016 L.L.C.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel London III L.P.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel London III Associates L.P.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel London Investors 2012 L.P.	01/14/2020
	/s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel London III Associates L.L.C.	01/14/2020
	** Signature of Reporting Person	Date
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