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)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/09/2019 |
3. Issuer Name and Ticker or Trading Symbol
Uber Technologies, Inc [ UBER ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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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 | 90,924,832 | D(1)(2) |
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 A Preferred Stock | (3) | (3) | Common Stock | 12,960,050 | (3) | D(1)(2) | |
Series B Preferred Stock | (3) | (3) | Common Stock | 34,758,029 | (3) | D(1)(2) | |
Series C-1 Preferred Stock | (3) | (3) | Common Stock | 9,191,048 | (3) | D(1)(2) | |
Series C-2 Preferred Stock | (3) | (3) | Common Stock | 7,444,846 | (3) | D(1)(2) | |
Series C-3 Preferred Stock | (3) | (3) | Common Stock | 86,446 | (3) | D(1)(2) | |
Series D Preferred Stock | (3) | (3) | Common Stock | 8,263,120 | (3) | D(1)(2) | |
Series E Preferred Stock | (3) | (3) | Common Stock | 3,973,883 | (3) | D(1)(2) | |
Series G-1 Preferred Stock | (3) | (3) | Common Stock | 21,448,296 | (3) | D(1)(2) | |
Series Seed Preferred Stock | (3) | (3) | Common Stock | 33,177,628 | (3) | D(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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Explanation of Responses: |
1. SB Cayman 2 Ltd. is wholly-owned by SoftBank Vision Fund (AIV S1) LP, a Delaware limited partnership ("Vision Fund"). SB Investment Advisers (UK) Limited, a wholly-owned subsidiary of SoftBank Group Corp., has been appointed as alternative investment fund manager ("AIFM") and is exclusively responsible for managing the Vision Fund in accordance with the Alternative Investment Fund Managers Directive and is authorized and regulated by the UK Financial Conduct Authority accordingly. As AIFM of the Vision Fund, SB Investment Advisers (UK) Limited is exclusively responsible for making all decisions related to the acquisition, structuring, financing, voting, and disposal of the Vision Fund's Investments. SB Cayman 2 Ltd. has granted a proxy to a third party with respect to all voting interests in the Company in excess of 9.9% of its outstanding stock. This proxy will automatically terminate following approval of the Committee on Foreign Investment in the United States. |
2. {continued from footnote 2} Each such entity disclaims beneficial ownership of such shares except to the extent of such entity's 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. The shares of Preferred Stock will automatically convert into shares of the Company's Common Stock on a 1-for-1 basis, without payment or further consideration, immediately prior to the consummation of the Company's initial public offering and have no expiration date. |
Remarks: |
/s/ Brian Wheeler | 05/09/2019 | |
/s/ Brian Wheeler | 05/09/2019 | |
/s/ Brian Wheeler | 05/09/2019 | |
** 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 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. |