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) 07/02/2020 | 3. Issuer Name and Ticker or Trading Symbol Lemonade, Inc. [ LMND ] | |||||||||||||
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 B Preferred Stock | (3) | (3) | Common Stock | 1,157,621 | (3) | I | Directly held by General Catalyst Group VIII, L.P.(1)(2) |
Series B Preferred Stock | (3) | (3) | Common Stock | 1,157,621 | (3) | I | Directly held by General Catalyst Group VIII Supplemental, L.P.(1)(2) |
Series C Preferred Stock | (3) | (3) | Common Stock | 335,070 | (3) | I | Directly held by General Catalyst Group VIII, L.P.(1)(2) |
Series C Preferred Stock | (3) | (3) | Common Stock | 335,070 | (3) | I | Directly held by General Catalyst Group VIII Supplemental, L.P.(1)(2) |
Series D Preferred Stock | (3) | (3) | Common Stock | 236,931 | (3) | I | Directly held by General Catalyst Group VIII Supplemental, L.P.(1)(2) |
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. General Catalyst GP VIII, LLC ("GC VIII LLC") is the general partner of General Catalyst Partners VIII, L.P. ("GC VIII LP"), which is the general partner of General Catalyst Group VIII, L.P. ("CG Group VIII") and General Catalyst Group VIII Supplemental, L.P. ("CG Group VIII Supplemental"). General Catalyst Group Management, LLC ("GCGM") is the manager of GC VIII LLC. General Catalyst Group Management Holdings, L.P. ("GCGMH") is the manager of GCGM. General Catalyst Group Management Holdings GP, LLC ("GCGMH LLC") is the general partner of GCGMH. Each of Kenneth Chenault, Joel Cutler, David Fialkow, and Hemant Taneja is a managing director of GCGMH LLC and shares voting and investment power over the shares held by GC Group VIII and GC Group VIII Supplemental. |
2. However, each Reporting Person disclaims beneficial ownership over such shares except to the extent of his or its pecuniary interest therein, if any. A Form 3 is being filed separately by Mr. Cutler in his capacity as a director of the Issuer. |
3. Each share of the Issuer's preferred stock is convertible on a one-to-one basis into shares of the Issuer's common stock at the holder's election and has no expiration date. The preferred stock will automatically convert into common stock upon the closing of the Issuer's initial public offering. |
Remarks: |
Exhibit 24 - Power of Attorney. |
General Catalyst Group Management Holdings GP, LLC; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst Group Management Holdings, L.P.; By: General Catalyst Group Management Holdings GP, LLC; its General Partner; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst Group Management, LLC; By: General Catalyst Group Management Holdings, L.P.; its Manager; By: General Catalyst Group Management Holdings GP, LLC; its Managing Member; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst GP VIII, LLC; By: General Catalyst Group Management, LLC, its Manager; By: General Catalyst Group Management Holdings, L.P., its Manager; By: its General Partner; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst Partners VIII, L.P.; By: General Catalyst GP VIII, LLC, its general partner; By: General Catalyst Group Management, LLC, its Manager; By: its Manager; By: its General Partner; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst Group VIII, L.P.; By: General Catalyst Partners VIII, L.P., its General Partner; By: its general partner; By: its Manager; By: its Manager; By: its General Partner; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
General Catalyst Group VIII Supplemental, L.P.; By: General Catalyst Partners VIII, L.P., its General Partner; By: its general partner; By: its Manager; By: its Manager; By: its General Partner; By: /s/ Christopher McCain, Chief Legal Officer | 07/02/2020 | |
/s/ Christopher McCain, attorney-in-fact for Kenneth Chenault | 07/02/2020 | |
/s/ Christopher McCain, attorney-in-fact for Hemant Taneja | 07/02/2020 | |
/s/ Christopher McCain, attorney-in-fact for David Fialkow | 07/02/2020 | |
** 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. |