Coupang (CPNG) Form 4 Coupang / BENJAMIN PERETZ ownership change

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^*

GREENOAKS CAPITAL PARTNERS LLC

(Last) (First) (Middle)

4 ORINDA WAY BUILDING C

SUITE 200

(Street)

ORINDA CA 94563

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Coupang, Inc. [ CPNG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
05/23/2023

4. 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 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
Class A Common Stock	05/23/2023		S		2,000,000	D	$15.61	68,651,928	I	See footnotes(2)(3)
Class A Common Stock	05/24/2023		S		1,000,000	D	$15.37	67,651,928	I	See footnotes(2)(3)
Class A Common Stock	05/24/2023		G(1)	V	1,150,000	D	$0	66,501,928	I	See footnotes(2)(3)
Class A Common Stock								30,625	D(4)

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

1. Name and Address of Reporting Person^*

GREENOAKS CAPITAL PARTNERS LLC

(Last) (First) (Middle)

4 ORINDA WAY BUILDING C

SUITE 200

(Street)

ORINDA CA 94563

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

MEHTA NEIL

(Last) (First) (Middle)

4 ORINDA WAY BUILDING C

SUITE 200

(Street)

ORINDA CA 94563

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

PERETZ BENJAMIN

(Last) (First) (Middle)

4 ORINDA WAY BUILDING C

SUITE 200

(Street)

ORINDA CA 94563

(City) (State) (Zip)

Explanation of Responses:

1. Represents a gift of securities.

2. The securities reported herein are held by certain funds and accounts to which Greenoaks Capital serves as the investment adviser and related persons or entities, including the Reporting Persons, certain estate planning vehicles, and by Greenoaks Capital Management LLC. Neil Mehta ("Mr. Mehta") and Benjamin Peretz ("Mr. Peretz") serve as Managing Directors of Greenoaks Capital. Mr. Mehta is a director of the Issuer.

3. Each Reporting Person disclaims beneficial ownership in the securities reported herein except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

4. Represents the grant of Restricted Stock Units ("RSUs") to Mr. Mehta for his service on the board of the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The RSUs will vest on the earlier of (i) the date of the next annual meeting of stockholders of the Issuer following June 16, 2022 or (ii) June 16, 2023.

Remarks:

Greenoaks Capital may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, by virtue of the fact that Mr. Mehta currently serves on the board of directors of the Issuer.

	Greenoaks Capital Partners LLC, By: /s/ Neil Mehta, Managing Director	05/25/2023
	/s/ Neil Mehta	05/25/2023
	/s/ Benjamin Peretz	05/25/2023
	** 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).
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