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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Elevate Credit, Inc. [ ELVT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 11/26/2019 | ||||||||||||||||||||||||||
| 4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| Common Stock | 11/26/2019 | S | 17,430 | D | $4.142(1) | 4,325,921 | I | By Sequoia Capital Growth Fund III, L.P.(3)(6) | ||
| Common Stock | 11/27/2019 | S | 9,007 | D | $4.166(2) | 4,316,914 | I | By Sequoia Capital Growth Fund III, L.P.(3)(6) | ||
| Common Stock | 11/26/2019 | S | 3,070 | D | $4.142(1) | 761,902 | I | By Sequoia Capital IX, L.P.(6)(4) | ||
| Common Stock | 11/27/2019 | S | 1,586 | D | $4.166(2) | 760,316 | I | By Sequoia Capital IX, L.P.(6)(4) | ||
| Common Stock | 11/26/2019 | S | 2,927 | D | $4.142(1) | 726,354 | I | By Sequoia Capital Franchise Fund, L.P.(6)(5) | ||
| Common Stock | 11/27/2019 | S | 1,512 | D | $4.166(2) | 724,842 | I | By Sequoia Capital Franchise Fund, L.P.(6)(5) | ||
| Common Stock | 11/26/2019 | S | 854 | D | $4.142(1) | 211,858 | I | By Sequoia Capital Growth III Principals Fund, LLC(3)(6) | ||
| Common Stock | 11/27/2019 | S | 441 | D | $4.166(2) | 211,417 | I | By Sequoia Capital Growth III Principals Fund, LLC(3)(6) | ||
| Common Stock | 11/26/2019 | S | 399 | D | $4.142(1) | 99,034 | I | By Sequoia Capital Franchise Partners, L.P.(6)(5) | ||
| Common Stock | 11/27/2019 | S | 206 | D | $4.166(2) | 98,828 | I | By Sequoia Capital Franchise Partners, L.P.(6)(5) | ||
| Common Stock | 11/26/2019 | S | 192 | D | $4.142(1) | 47,685 | I | By Sequoia Capital Growth Partners III, L.P.(3)(6) | ||
| Common Stock | 11/27/2019 | S | 99 | D | $4.166(2) | 47,586 | I | By Sequoia Capital Growth Partners III, L.P.(3)(6) | ||
| Common Stock | 11/26/2019 | S | 128 | D | $4.142(1) | 31,739 | I | By Sequoia Capital Entrepreneurs Annex Fund, L.P.(6)(4) | ||
| Common Stock | 11/27/2019 | S | 66 | D | $4.166(2) | 31,673 | I | By Sequoia Capital Entrepreneurs Annex Fund, L.P.(6)(4) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.100 to $4.195, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4. |
| 2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.070 to $4.185, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4. |
| 3. SCGF III Management, LLC is the general partner of each of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P., and is the managing member of Sequoia Capital Growth III Principals Fund, LLC. As a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Partners III, L.P., Sequoia Capital Growth Fund III, L.P. and Sequoia Capital Growth III Principals Fund, LLC. |
| 4. SC IX.I Management, LLC is the general partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. As a result, SC IX.I Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. |
| 5. SCFF Management, LLC is the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. The managing members of SCFF Management, LLC are Douglas M. Leone and Michael J. Moritz. SCFF Management, LLC and each of the managing members of SCFF Management, LLC may be deemed to share beneficial ownership of the shares held by the Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. As a result, SCFF Management, LLC and each of the managing members of SCFF Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. |
| 6. 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. |
| Remarks: |
| Form 2 of 2. |
| /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC | 11/27/2019 | |
| /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC | 11/27/2019 | |
| ** 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 4 (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. | ||