| 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) 07/20/2021 | 3. Issuer Name and Ticker or Trading Symbol CS Disco, Inc. [ LAW ] | |||||||||||||
| 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) |
| Common Stock | 522,372 | I | See footnote(1)(2) |
| Common Stock | 951,349 | I | See footnote(3) |
| Common Stock | 20,971 | I | See footnote(4) |
| 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 E Preferred Stock | (5) | (5) | Common Stock | 842,761 | (5) | I | See footnote(1)(2) |
| Series E Preferred Stock | (5) | (5) | Common Stock | 1,534,844 | (5) | I | See footnote(3) |
| Series E Preferred Stock | (5) | (5) | Common Stock | 33,834 | (5) | I | See footnote(4) |
| Series F Preferred Stock | (5) | (5) | Common Stock | 705,734 | (5) | I | See footnote(1)(2) |
| Series F Preferred Stock | (5) | (5) | Common Stock | 1,285,289 | (5) | I | See footnote(3) |
| Series F Preferred Stock | (5) | (5) | Common Stock | 28,332 | (5) | I | See footnote(6) |
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. The reportable securities are owned directly by Georgian Partners Growth Fund IV, LP ("Georgian IV"). Georgian Partners IV GP, LP ("Georgian IV Direct GP") is the sole general partner of Georgian IV and Georgian Partners IV GP Inc. ("Georgian IV Ultimate GP") is the sole general partner of Georgian IV Direct GP. Each of Justin LaFayette, Simon Chong and John Berton are the directors of Georgian IV Ultimate GP (collectively, the "Directors"), and Tyson Baber ("Baber") is a lead investor of Georgian IV Direct GP and Georgian IV Ultimate GP and a member of the Issuer's board of directors. The Directors and Baber may be deemed to have shared voting and dispositive power over the shares held by Georgian IV. |
| 2. Each of the Georgian IV Direct GP, the Georgian IV Ultimate GP, Baber and the Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. |
| 3. The reportable securities are owned directly by Georgian Partners Growth Fund (International) IV, LP ("Georgian International IV"). Georgian IV Direct GP is the sole general partner of Georgian International IV and Georgian IV Ultimate GP is the sole general partner of Georgian IV Direct GP. Each of the Directors is a director of Georgian IV Ultimate GP and Baber is a lead investor of Georgian IV Direct GP and Georgian IV Ultimate GP and a member of the Issuer's board of directors. The Directors and Baber may be deemed to have shared voting and dispositive power over the shares held by Georgian International IV. Each of the Georgian IV Direct GP, Georgian IV Ultimate GP, Baber and the Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. |
| 4. The reportable securities are owned directly by Georgian Council II ULC ("Georgian Council"). Each of the Directors are the directors are Georgian Council, and Baber is a lead investor of Georgian Council and a member of the Issuer's board of directors. The Directors and Baber may be deemed to have shared voting and dispositive power over the shares held by Georgian Council. Each of Baber and the Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. |
| 5. The Series E Preferred Stock and the Series F Preferred Stock is convertible at any time at the holder's election and has no expiration date. Each share of Series E Preferred Stock and Series F Preferred Stock shall be automatically converted into shares of the Issuer's Common stock on a one-for-one basis immediately prior to the completion of the Issuer's initial public offering for no additional consideration. |
| 6. The reportable securities are owned directly by Georgian Council as bare trustee for the beneficial owners Georgian IV and Georgian International IV. Each of the Directors are the directors of Georgian Council, and Baber is a lead investor of Georgian Council and a member of the Issuer's board of directors. The Directors and Baber may be deemed to have shared voting and dispositive power over the shares held by Georgian Council. Each of Baber and the Directors disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. |
| Remarks: |
| Georgian Partners Growth Fund (International) IV, LP, By: Georgian Partners IV GP, LP, Its General Partner, By: Georgian Partners IV GP Inc., Its General Partner, /s/ John Berton, Director | 07/20/2021 | |
| Georgian Partners Growth Fund IV, LP, By: Georgian Partners IV GP, LP, Its General Partner, By: Georgian Partners IV GP Inc., Its General Partner, /s/ John Berton, Director | 07/20/2021 | |
| Georgian Partners IV GP, LP, By: Georgian Partners IV GP Inc., in its capacity as the general partner, /s/ John Berton, Director | 07/20/2021 | |
| Georgian Partners IV GP Inc., /s/ John Berton, Director | 07/20/2021 | |
| Georgian Council II ULC, /s/ John Berton, Director | 07/20/2021 | |
| ** 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. | ||
