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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Roblox Corp [ RBLX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/12/2023 | ||||||||||||||||||||||||||
4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 07/12/2023 | J(1) | 43,755 | A | $0.00 | 119,286 | I | See Footnotes(2)(3) | ||
Class A Common Stock | 07/12/2023 | J(4) | 363,452 | A | $0.00 | 2,368,313 | I | See Footnotes(5) | ||
Class A Common Stock | 07/12/2023 | J(6) | 96,371 | A | $0.00 | 325,233 | I | See Footnotes(7) | ||
Class A Common Stock | 72 | I | See Footnotes(8) | |||||||
Class A Common Stock | 100,000 | I | See Footnotes(9) | |||||||
Class A Common Stock | 100,000 | I | See Footnotes(10) | |||||||
Class A Common Stock | 07/12/2023 | J(4) | 363,452 | A | $0.00 | 2,496,310 | I | See Footnotes(11) | ||
Class A Common Stock | 07/12/2023 | J(6) | 96,372 | A | $0.00 | 325,235 | I | See Footnotes(12) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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*
(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. Represents shares of the Issuer's Class A Common Stock received by the reporting person in distributions from Altos Roblox SPV 2020, LLC. |
2. These shares are held directly by Altos Ventures Management Inc. |
3. The members of the Board of Directors of Altos Ventures Management, Inc. (AVMI) are Anthony P. Lee, Hodong Nam and Han Kim, who exercise voting and investment control over the shares. Each member of the Board of Directors of AVMI disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein. |
4. Represents shares of the Issuer's Class A Common Stock received in pro-rata in kind distributions Altos Ventures IV, L.P., Altos Ventures IV Reserve Fund, L.P., Altos Roblox SPV 2, LLC and Altos Hybrid 2, LP to their respective partners. |
5. These shares are held by the Nam-MacGill 2006 Family Trust for which Hodong Nam serves as trustee. Mr. Nam disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
6. Represents shares of the Issuer's Class A Common Stock received in a pro-rata in kind distribution by Altos Roblox SPV 2020, LLC to its partners. |
7. These shares are directly by Nam-MacGill Investments, LLC - Sub Fund No. 1 for which Mr. Nam serves as Managing Member. Mr. Nam disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
8. These shares are held directly by trusts for the minor children of Mr. Nam, for which Mr. Nam serves as co-trustee. |
9. These shares are held by the Shipshead Trust for which Hodong Nam serves as trustee. Mr. Nam disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
10. These shares are held directly by the Nam-MacGill 2020 Irrevocable Children's Trust for which Mr. Nam serves as co-trustee. |
11. These shares are held directly by The Kim Living Trust for which Mr. Kim serves as trustee. Mr. Kim disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. |
12. These shares are held directly by Han Family Investments, LLC - Sub Fund No. 1 which Mr. Kim serves as Managing Member. Mr. Kim disclaims beneficial ownership of the shares except to the extent of pecuniary interest therein. |
Remarks: |
This Form 4 is the second of two Forms 4 filed by the Reporting Persons relating to the same events. The Form 4 has been split into two filings in order to include all Reporting Persons. |
/s/ Anthony P. Lee, managing director of Altos IV LR GP, LLC, general partner of Altos Ventures IV, L.P. | 07/13/2023 | |
/s/ Hodong Nam | 07/13/2023 | |
/s/ Han Kim | 07/13/2023 | |
/s/Anthony P. Lee, authorized signatory for Altos Ventures Management, Inc. | 07/13/2023 | |
** 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. |