Nextdoor (KIND) Form 4 Change in insider ownership

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^*

Greylock 16 GP LLC

(Last) (First) (Middle)

2550 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nextdoor Holdings, Inc. [ KIND ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Member of 10% owner group

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2022

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	08/11/2022		P		1,350,000	A	$2.9062(1)	6,603,364	I	By Greylock 16 Limited Partnership(2)
Class A Common Stock	08/11/2022		P		48,000	A	$2.9062(1)	234,787	I	By Greylock 16-A Limited Partnership(2)
Class A Common Stock	08/11/2022		P		102,000	A	$2.9062(1)	498,921	I	By Greylock 16 Principals Limited Partnership(2)
Class A Common Stock	08/12/2022		P		1,440,000	A	$3.0554(3)	8,043,364	I	By Greylock 16 Limited Partnership(2)
Class A Common Stock	08/12/2022		P		51,200	A	$3.0554(3)	285,987	I	By Greylock 16-A Limited Partnership(2)
Class A Common Stock	08/12/2022		P		108,800	A	$3.0554(3)	607,721	I	By Greylock 16 Principals Limited Partnership(2)

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^*

Greylock 16 GP LLC

(Last) (First) (Middle)

2550 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREYLOCK 16 LIMITED PARTNERSHIP

(Last) (First) (Middle)

2550 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREYLOCK 16-A LIMITED PARTNERSHIP

(Last) (First) (Middle)

2550 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GREYLOCK 16 PRINCIPALS LP

(Last) (First) (Middle)

2550 SAND HILL ROAD, SUITE 200

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.75 to $3.05 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

2. Greylock 16 GP LLC ("Greylock 16 GP") is the sole general partner of each of Greylock 16 Limited Partnership ("Greylock 16"), Greylock 16-A Limited Partnership ("Greylock 16-A") and Greylock 16 Principals Limited Partnership ("Greylock 16 Principals") and may be deemed to share voting and dispositive voting power with respect to the shares held by Greylock 16, Greylock 16-A and Greylock 16 Principals. Greylock 16 GP disclaims beneficial ownership of the securities held by Greylock 16, Greylock 16-A and Greylock 16 Principals except to the extent of any pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission by Greylock 16 GP of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

3. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.885 to $3.10 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Remarks:

	/s/ Donald A. Sullivan, as Administrative Partner of Greylock 16 GP LLC	08/15/2022
	/s/ Donald A. Sullivan, as Administrative Partner of Greylock 16 GP LLC, the general partner of Greylock 16 Limited Partnership, Greylock 16-A Limited Partnership and Greylock 16 Principals Limited Partnership	08/15/2022
	** 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).
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