| 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 |
|
|||||||||||||||
| 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
Maplebear Inc. [ CART ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 09/21/2023 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
|||||||||||||||||||||||||
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 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(1)(2) | 09/21/2023 | C | 1,167,115 | A | (3) | 1,167,115 | I | By GCM Grosvenor IC SPV, LLC(4) | ||
| Common Stock(1)(2) | 09/21/2023 | C | 6,725,378 | A | (3) | 7,892,493 | I | By GCM Grosvenor IC SPV, LLC(4) | ||
| Common Stock(1)(2) | 09/21/2023 | C | 519,838 | A | (3) | 1,026,247 | I | By GCM Grosvenor IC SPV 2, LLC(5) | ||
| Non-Voting Common Stock(1)(2) | 09/21/2023 | J(7) | 26,456 | D | (7) | 0 | I | By GCM Grosvenor IC SPV 2, LLC(5) | ||
| Common Stock(1)(2) | 09/21/2023 | J(7) | 26,456 | A | (7) | 1,052,703 | I | By GCM Grosvenor IC SPV 2, LLC(5) | ||
| Common Stock(1)(2) | 09/21/2023 | P | 60,000 | A | $30 | 60,000 | I | By GCM Special Opportunities Master Fund, Ltd.(6) | ||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||||||
| Series A Preferred Stock(1)(2) | (3) | 09/21/2023 | C | 1,167,115 | (3) | (3) | Common Stock | 1,167,115 | (3) | 0 | I | By GCM Grosvenor IC SPV, LLC(4) | |||
| Series F Preferred Stock(1)(2) | (3) | 09/21/2023 | C | 6,725,378 | (3) | (3) | Common Stock | 6,725,378 | (3) | 0 | I | By GCM Grosvenor IC SPV, LLC(4) | |||
| Series G Preferred Stock(1)(2) | (3) | 09/21/2023 | C | 519,838 | (3) | (3) | Common Stock | 519,838 | (3) | 0 | I | By GCM Grosvenor IC SPV 2, LLC(5) | |||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
| Explanation of Responses: |
| 1. This Form 4 is filed jointly by GCM Grosvenor IC SPV, LLC ("GCM SPV"), GCM Grosvenor IC SPV 2, LLC ("GCM SPV2"), Grosvenor Capital Management, L.P. ("Grosvenor Capital Management"), GCM Investments GP, LLC ("GCM GP"), Grosvenor Capital Management Holdings, LLLP ("Grosvenor Capital Holdings"), GCM, L.L.C., GCM Grosvenor Holdings, LLC ("GCM Holdings"), GCM Grosvenor Inc. ("GCM Grosvenor"), GCM V, L.L.C. ("GCM V"), GCM Special Opportunities Master Fund, Ltd. ("SOF"), and Michael J. Sacks (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that may be deemed to collectively beneficially own over 10% of the Issuer's outstanding shares of Common Stock (the "Shares"). |
| 2. This filing shall not be deemed to be an affirmation that such a group exists for purposes of the Exchange Act or for any other purpose or that any such Reporting Person is a beneficial owner of securities of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. To enable the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. |
| 3. Immediately prior to the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series F Preferred Stock and Series G Preferred Stock converted into Shares on a 1:1 basis. |
| 4. Securities owned directly by GCM SPV. GCM GP, as the managing member of GCM SPV, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM GP, may be deemed to beneficially own such securities. Grosvenor Capital Management, as the investment manager of GCM SPV, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of Grosvenor Capital Management, may be deemed to beneficially own such securities. GCM Holdings, as the managing member of GCM, L.L.C., may be deemed to beneficially own such securities. GCM Grosvenor, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM Grosvenor, may be deemed to beneficially own such securities. Mr. Sacks, as managing member of GCM V, may be deemed to beneficially own such securities. |
| 5. Securities owned directly by GCM SPV2. GCM GP, as the managing member of GCM SPV2, may be deemed to beneficially own such securities. Grosvenor Capital Holdings, as the sole member of GCM GP, may be deemed to beneficially own such securities. Grosvenor Capital Management, as the investment manager of GCM SPV2, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of Grosvenor Capital Management, may be deemed to beneficially own such securities. GCM Holdings, as the managing member of GCM, L.L.C., may be deemed to beneficially own such securities. GCM Grosvenor, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM Grosvenor, may be deemed to beneficially own such securities. Mr. Sacks, as managing member of GCM V, may be deemed to beneficially own such securities. |
| 6. Securities owned directly by SOF. Grosvenor Capital Management, as the investment manager of SOF, may be deemed to beneficially own such securities. GCM, L.L.C., as general partner of Grosvenor Capital Management, may be deemed to beneficially own such securities. GCM Holdings, as the managing member of GCM, L.L.C., may be deemed to beneficially own such securities. GCM Grosvenor, as the sole member of GCM Holdings, may be deemed to beneficially own such securities. GCM V, as a shareholder of GCM Grosvenor, may be deemed to beneficially own such securities. Mr. Sacks, as managing member of GCM V, may be deemed to beneficially own such securities. |
| 7. Each share of Non-Voting Common Stock was automatically converted into one Share in connection with the closing of the Issuer's initial public offering. |
| Grosvenor Capital Management, L.P., By: GCM, L.L.C., its general partner, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM Grosvenor IC SPV, LLC, By: Grosvenor Capital Management, L.P., its investment manager, By: GCM, L.L.C., its general partner, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM Grosvenor IC SPV 2, LLC, By: Grosvenor Capital Management, L.P., its investment manager, By: GCM, L.L.C., its general partner, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM Investments GP, LLC, By: Grosvenor Capital Management Holdings, LLLP, its sole member, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| Grosvenor Capital Management Holdings, LLLP, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM, L.L.C., By: GCM Grosvenor Holdings, LLC, its managing member, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM Grosvenor Holdings, LLC, By: GCM Grosvenor Inc., its sole member, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM V, L.L.C., By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| GCM Special Opportunities Master Fund, Ltd., By: Grosvenor Capital Management, L.P., its investment manager, By: GCM, L.L.C., its general partner, By: /s/ Burke J. Montgomery, Authorized Signatory | 09/25/2023 | |
| /s/ Michael J. Sacks | 09/25/2023 | |
| ** 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. | ||
