Great Hill Partners GP V Form 3 YogaWorks / Matthew T Vettel 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

OMB APPROVAL

OMB Number:	3235-0104
Estimated average burden
hours per response:	0.5

1. Name and Address of Reporting Person^*

Great Hill Equity Partners V, L.P.

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/10/2017

3. Issuer Name and Ticker or Trading Symbol
YogaWorks, Inc. [ YOGA ]

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)
COMMON STOCK	29,623	D(1)(2)
COMMON STOCK	8,871,669	D(2)(3)

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^*

Great Hill Equity Partners V, L.P.

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREAT HILL INVESTORS LLC

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GHP V, LLC

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Great Hill Partners GP V, L.P.

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GAFFNEY CHRISTOPHER S

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

HAYES JOHN G

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Kumin Michael Andrew

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Taber Mark D.

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Vettel Matthew T

(Last) (First) (Middle)

ONE LIBERTY SQUARE

(Street)

BOSTON MA 02109

(City) (State) (Zip)

Explanation of Responses:

1. These shares are owned by Great Hill Investors, LLC. Great Hill Investors, LLC is controlled by Christopher S. Gaffney, John G. Hayes, Michael A. Kumin, Mark D. Taber and Matthew T. Vettel and, as such, they may be deemed to indirectly beneficially own the shares beneficially owned by Great Hill Investors, LLC. Each of Messrs. Gaffney, Hayes, Kumin, Taber and Vettel disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

2. This report is filed jointly by Great Hill Investors, LLC, Great Hill Equity Partners V, L.P., GHP V, LLC, Great Hill Partners GP V, L.P., Christopher S. Gaffney, John G. Hayes, Michael A. Kumin, Mark D. Taber and Matthew T. Vettel.

3. These shares are owned by Great Hill Equity Partners V, L.P. Great Hill Partners GP V, L.P. is the sole general partner of Great Hill Equity Partners V, L.P. and GHP V, LLC is the sole general partner of Great Hill Partners GP V, L.P. GHP V, LLC is controlled by Christopher S. Gaffney, John G. Hayes, Michael A. Kumin, Mark D. Taber and Matthew T. Vettel and, as such, they may be deemed to indirectly beneficially own the shares beneficially owned by Great Hill Equity Partners V, L.P. Each of Messrs. Gaffney, Hayes, Kumin, Taber and Vettel disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney for Great Hill Investors LLC, Christopher S. Gaffney, John G. Hayes and Matthew T. Vettel; Exhbit 24.2 - Power of Attorney for Michael A. Kumin and Mark D. Taber; and Exhibit 24.3 - Power of Attorney for Great Hill Equity Partners V, L.P., Great Hill Partners GP V, L.P. and GHP V, LLC.

	/s/ Laurie T. Gerber, as attorney-in-fact for Great Hill Equity Partners V, L.P.	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Great Hill Invetors, LLC	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for GHP V, LLC	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Great Hill Partners GP V, L.P.	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Christopher S. Gaffney	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for John G. Hayes	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Michael A. Kumin	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Mark D. Taber	08/10/2017
	/s/ Laurie T. Gerber, as attorney-in-fact for Matthew T. Vettel	08/10/2017
	** 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.