SC Us (TTGP) Form 3 QUANTENNA COMMUNICATIONS / DOUGLAS M LEONE 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^*

SC XI MANAGEMENT LLC

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/27/2016

3. Issuer Name and Ticker or Trading Symbol
QUANTENNA COMMUNICATIONS INC [ QTNA ]

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

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

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)

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
Series G Preferred Stock	(1)	(1)	Common Stock	150,126	(1)	I	By Sequoia Capital XI, L.P.(2)
Series G Preferred Stock	(1)	(1)	Common Stock	16,332	(1)	I	By Sequoia Capital XI Principals Fund, LLC(2)
Series G Preferred Stock	(1)	(1)	Common Stock	4,742	(1)	I	By Sequoia Technology Partners XI, L.P.(2)
Series G Preferred Stock	(1)	(1)	Common Stock	124,327	(1)	I	By Sequoia Capital U.S. Growth Fund V, L.P.(3)

1. Name and Address of Reporting Person^*

SC XI MANAGEMENT LLC

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL XI

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL XI PRINCIPALS FUND

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA TECHNOLOGY PARTNERS XI

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH FUND V, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SC US (TTGP), LTD.

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SCGF V Management, L.P.

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LEONE DOUGLAS M

(Last) (First) (Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

MORITZ MICHAEL J

(Last) (First) (Middle)

2500 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. The Series G Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series G Preferred Stock will be converted into shares of Common Stock.

2. SC XI Management, LLC ("SC XI Management") is the general partner of Sequoia Capital XI, L.P. ("SC XI") and Sequoia Technology Partners XI, L.P. ("STP XI"), and the managing member of Sequoia Capital XI Principals Fund, LLC ("SC XI PF"). Douglas Leone and Michael Moritz are the managing members of SC XI Management. As a result, each of Messrs. Leone and Moritz and SC XI Management may be deemed to share voting and dispositive power with respect to the shares held by SC XI, STP XI and SC XI PF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

3. SC US (TTGP), Ltd. ("SC US TTGP") is the general partner of SCGF V Management, L.P. ("GF V Management"), which is the general partner of Sequoia Capital U.S. Growth Fund V, L.P. ("SC Growth"). As a result, SC US TTGP and GF V Management may be deemed to share voting and dispositive power with respect to the shares held by SC Growth. Each of the filing persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

Remarks:

This filing is Part 2 of 2. Exhibit 24.1 - Power of Attorney of Douglas M. Leone; Exhibit 24.2 - Power of Attorney of Michael J. Moritz

	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Capital XI, L.P.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the Managing Member of Sequoia Capital XI Principals Fund, LLC.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Technology Partners XI, L.P.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Director of SC US (TTGP), Ltd., the general partner of SCGF V Management, L.P., the general partner of Sequoia Capital U.S. Growth Fund V, L.P.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Director of SC US (TTGP), Ltd.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Director of SC US (TTGP), Ltd., the general partner of SCGF V Management, L.P.	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Douglas M. Leone	10/27/2016
	/s/ Melinda Dunn, by power of attorney for Michael J. Moritz	10/27/2016
	** Signature of Reporting Person	Date
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