| 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 Blend Labs, Inc. [ BLND ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 07/20/2021 | ||||||||||||||||||||||||||
| 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(1) | 07/20/2021 | C(1)(2) | 11,875,773 | A | (2) | 11,875,773 | D(3) | |||
| 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 | ||||||||
| Series E convertible preferred stock | (2) | 07/20/2021 | C(1)(2) | 10,949,867 | (2) | (2) | Class B common stock(1) | 10,949,867 | (2) | 0 | D(3) | ||||
| Series F convertible preferred stock | (2) | 07/20/2021 | C(1)(2) | 925,906 | (2) | (2) | Class B common stock(1) | 925,906 | (2) | 0 | D(3) | ||||
| Class B common stock(1) | (2) | 07/20/2021 | C(1)(2) | 11,875,773 | (2) | (2) | Class A common stock | 11,875,773 | (2) | 11,875,773 | D(3) | ||||
| Class B common stock(1) | (2) | 07/20/2021 | C(1)(2) | 11,875,773 | (2) | (2) | Class A common stock | 11,875,773 | (2) | 0 | D(3) | ||||
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. Immediately prior to the completion of the Issuer's initial public offering of Class A common stock, each share of Class A common stock as then named was reclassified into one share of Class B common stock and each share of Class B common stock as then named was reclassified into one share of Class A common stock. This Form 4 assumes all shares had been renamed as if such reclassification had already occurred. |
| 2. Immediately prior to the completion of the Issuer's initial public offering of Class A common stock on July 20, 2021, each share of preferred stock automatically converted into one share of Class B common stock and thereafter into one share of Class A common stock without payment or further consideration and has no expiration date. |
| 3. The securities reported herein are held of record by Ossa Investments Pte. Ltd. ("Ossa Investments"), which is a direct wholly-owned subsidiary of Hotham Investments Pte. Ltd. ("Hotham"). Hotham is a direct wholly-owned subsidiary of Fullerton Management Pte Ltd ("FMPL"), which in turn is a direct wholly-owned subsidiary of Temasek Holdings (Private) Limited ("Temasek Holdings"). Hotham, FMPL and Temasek Holdings may therefore be deemed to have or share beneficial ownership of the securities held by Ossa Investments. |
| Remarks: |
| Ossa Investments Pte. Ltd., By: /s/ Han Sack Teng, Director | 07/22/2021 | |
| Hotham Investments Pte. Ltd., By: /s/ Han Sack Teng, Director | 07/22/2021 | |
| Fullerton Management Pte Ltd, By: /s/ Gregory Tan, Director | 07/22/2021 | |
| Temasek Holdings (Private) Limited, By: /s/ Jason Norman Lee, Authorized Signatory | 07/22/2021 | |
| ** 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. | ||
