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)
| 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) 03/02/2021 | ||||||||||||||||||||||||||
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 | 03/02/2021 | J(1) | 2,728,122 | D | $0.00 | 24,553,106 | I | See Footnotes(2)(3)(4)(5) | ||
Class A Common Stock | 03/02/2021 | J(6) | 379,623 | D | $0.00 | 3,416,653 | I | See Footnotes(3)(4)(5)(7) | ||
Class A Common Stock | 03/02/2021 | J(8) | 1,891,814 | D | $0.00 | 17,026,377 | I | See Footnotes(3)(4)(5)(9) | ||
Class A Common Stock | 03/02/2021 | J(10) | 4,056,391 | D | $0.00 | 36,507,533 | I | See Footnotes(3)(4)(5)(11) | ||
Class A Common Stock | 03/02/2021 | J(12) | 62,661 | D | $0.00 | 786,183 | I | See Footnotes(3)(4)(5)(13) | ||
Class A Common Stock | 03/02/2021 | J(14) | 2,260,014 | D | $0.00 | 20,340,126 | I | See Footnotes(3)(4)(5)(15) | ||
Class A Common Stock | 03/02/2021 | J(16) | 21,708 | A | $0.00 | 21,708 | I | See Footnotes(3)(4)(5)(17) | ||
Class A Common Stock | 03/02/2021 | J(18) | 21,708 | D | $0.00 | 0 | I | See Footnotes(3)(4)(5)(17) | ||
Class A Common Stock | 03/02/2021 | J(19) | 982,872 | A | $0.00 | 982,872 | I | See Footnotes(3)(4)(5)(20) | ||
Class A Common Stock | 03/02/2021 | J(21) | 982,872 | D | $0.00 | 0 | I | See Footnotes(3)(4)(5)(20) | ||
Class A Common Stock | 03/02/2021 | J(22) | 389,022 | A | $0.00 | 389,022 | I | See Footnotes(23) | ||
Class A Common Stock | 03/02/2021 | J(22) | 389,023 | A | $0.00 | 389,023 | I | See Footnotes(24) | ||
Class A Common Stock | 03/02/2021 | J(25) | 7,236 | A | $0.00 | 7,236 | I | See Footnotes(26) | ||
Class A Common Stock | 03/02/2021 | J(25) | 7,236 | A | $0.00 | 7,236 | I | See Footnotes(27) | ||
Class A Common Stock | 222,222 | I | See Footnotes(3)(4)(5)(28) | |||||||
Class A Common Stock | 111,111 | I | See Footnotes(3)(4)(5)(29) | |||||||
Class A Common Stock | 475,582 | I | See Footnotes(3)(4)(5)(30) | |||||||
Class A Common Stock | 222,222 | I | See Footnotes(3)(4)(5)(31) | |||||||
Class A Common Stock | 22,222 | I | See Footnotes(3)(4)(5)(32) | |||||||
Class A Common Stock | 111,111 | I | See Footnotes(3)(4)(5)(33) | |||||||
Class A Common Stock | 466,666 | I | See Footnotes(3)(4)(5)(34) | |||||||
Class A Common Stock | 111,112 | I | See Footnotes(3)(4)(5)(35) | |||||||
Class A Common Stock | 55,555 | I | See Footnotes(3)(4)(5)(36) | |||||||
Class A Common Stock | 344,444 | I | See Footnotes(3)(4)(5)(37) | |||||||
Class A Common Stock | 111,111 | I | See Footnotes(3)(4)(5)(38) |
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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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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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Roblox SPV 1, LLC to its members. |
2. These shares are held directly by Altos Roblox SPV 1, LLC |
3. The general partner of Altos Hybrid 2, L.P. is Altos Hybrid 2GP, LLC; the general partner of Altos Hybrid 4, L.P. is Altos Hybrid 4 GP, LLC; and the general partner of Altos Ventures IV Liquidity Fund, L.P., Altos Ventures IV Reserve Fund, L.P. and Altos Ventures IV, L.P. is Altos Management Partners IV, LLC (collectively, the General Partners). The manager of Altos Roblox SPV 1, LLC and Altos Roblox SPV 2, LLC is Altos Roblox Management Partners IV, LLC; the manager of Altos Roblox SPV 2020, LLC is Altos Roblox 2020 Management Partners, LLC; the manager of Altos Hybrid 4 GS, LLC and Altos Hybrid HG, LLC is Altos Hybrid 4 GP, LLC; the manager of Altos Hybrid 2 V, LLC and Altos Hybrid 2 P-FIO, LLC is Altos Hybrid 2 GP, LLC; the manager of Altos Hybrid 3 B, LLC, Altos Hybrid 3M, LLC, and Altos Hybrid 3W, LLC is Altos Hybrid 3 GP, LLC; the manager of Altos Hybrid UP, LLC and Altos Hybrid CC, LLC is Altos Hybrid 4 GP, LLC (collectively, the Managers). |
4. (Continued from footnote 3). The General Partners and the Managers disclaim beneficial ownership of the shares reported herein except to the extent of their respective pecuniary interests therein, if any. |
5. The Managing Directors or Managing Members of the General Partners and the Managers of the Altos Funds are Anthony P. Lee, Han Kim and Hodong Nam who exercise investment and voting control over the shares held by the Altos Funds. Anthony P. Lee, a director of the Issuer, files separate Section 16 reports. Han Kim and Hodong Nam disclaim beneficial ownership of the shares held by the Altos Funds except to the extent of their respective pecuriary interest therein, if any. |
6. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Roblox SPV 2, LLC to its members. |
7. These shares are held directly by Altos Roblox SPV 2, LLC |
8. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Roblox SPV 2020, LLC to its members. |
9. These shares are held directly by Altos Roblox SPV 2020, LLC |
10. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Ventures IV Liquidity Fund, L.P. to its partners. |
11. These shares are held directly by Altos Ventures IV Liquidity Fund, L.P. |
12. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Ventures IV Reserve Fund, L.P. to its partners. |
13. These shares are held directly by Altos Ventures IV Reserve Fund, L.P. |
14. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock by Altos Ventures IV, L.P. to its partners. |
15. These shares are held directly by Altos Ventures IV, L.P. |
16. Represents shares received in a pro-rata in kind distribution of shares of the issuer's Class A Common Stock for Altos Roblox SPV 2020, LLC. |
17. These shares are held directly by Altos Roblox 2020 Management Partners, LLC |
18. Represents a pro-rata in kind distribution of the issuer's Class A Common Stock from Altos Roblox 2020 Management Partners, LLC to its members. |
19. Represents shares received in a pro-rata in kind distribution of shares of the issuer's Class A Common Stock from Altos Ventures IV, L.P. and Altos Ventures IV Reserve Fund, L.P. |
20. These shares are held directly by Altos Management Partners IV, LLC |
21. Represents a pro-rata in kind distribution of shares of the issuer's Class A Common Stock by Altos Management Partners IV, LLC to its members. |
22. Represents shares received in a pro-rata in kind distribution of shares of the issuer's Class A Common Stock from Altos Ventures IV, L.P., Roblox SPV 2, LLC, and Altos Ventures IV Reserve Fund, L.P. |
23. These shares are held directly by The Kim Living Trust for which Han Kim serves as trustee. Mr. Kim disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
24. These shares are held directly 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. |
25. Represents shares received in a pro-rata in kind distribution of shares of the Class A Common Stock of the issuer from Altos Roblox SPV 2020, LLC. |
26. These shares are held directly by the Han Family Investments, LLC - Sub Fund No. 1 for which Han Kim serves as Managing Member. Mr. Kim disclaims beneficial ownership of the such shares except to the extent of his pecuniary interest therein. |
27. These shares are held directly by the Nam-MacGill Investments, LLC - Sub Fund No. 1 for which Hodong Nam serves as Managing Member. Mr. Nam disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
28. These shares are held directly by Altos Hybrid 2 P-FIO LLC |
29. These shares are held directly by Altos Hybrid 2 V LLC. |
30. These shares are held directly by Altos Hybrid 2, L.P. |
31. These shares are held directly by Altos Hybrid 3 B, LLC |
32. These shares are held directly by Altos Hybrid 3M, LLC |
33. These shares are held directly by Altos Hybrid 3 W, LLC |
34. These shares are held directly by Altos Hybrid 4 GS, LLC |
35. These shares are held directly by Altos Hybrid 4, L.P. |
36. These shares are held directly by Altos Hybrid CC, LLC |
37. These shares are held directly by Altos Hybrid HG, LLC. |
38. These shares are held directly by Altos Hybrid UP, LLC |
Remarks: |
/s/Anthony P Lee, Managing Director of Altos Management Partners IV, LLC, the General Partner of Altos Ventures IV Liquidity Fund, L.P. | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Roblox Management Partners, LLC, the Manager of Altos Roblox SPV 1, LLC | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Roblox Management Partners, LLC, the Manager of Altos Roblox SPV 2, LLC | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Roblox 2020 Management Partners, LLC, the Manager of Altos Roblox SPV 2020, LLC | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Management Partners IV, LLC, the General Partner of Altos Ventures IV Reserve Fund, L.P. | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Management Partners IV, LLC, the General Partner of Altos Ventures IV, L.P. | 03/02/2021 | |
Anthony P Lee, Managing Director of Altos Hybrid 2 GP, LLC, the Manager of Altos Hybrid 2 P-FIO, LLC | 03/04/2021 | |
Anthony P Lee, Managing Director of Altos Hybrid 2 GP, LLC, the Manager of Altos Hybrid 2 V, LLC | 02/04/2021 | |
Anthony P Lee, Managing Member of Altos Hybrid 3 GP, LLC, the Manager of Altos Hybrid 3 B, LLC | 03/04/2021 | |
** 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. |