Growth Equity Opportunities V, LLC

SEC source: 0001209191-20-061962 · doc4.xml · derivative · entry 3

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 258,707

Underlying: Common Stock · 2,587,070 shares

Expires not disclosed

F3 · derivative.exercise_price: Each share of Class A-3 Convertible Preferred Stock, par value $0.001 per share ("Class A-3 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-3 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-3 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-3 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated December 1, 2020 with a closing date of December 4, 2020.

F3 · derivative.expiration_date: Each share of Class A-3 Convertible Preferred Stock, par value $0.001 per share ("Class A-3 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-3 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-3 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-3 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F3 · derivative.underlying_shares: Each share of Class A-3 Convertible Preferred Stock, par value $0.001 per share ("Class A-3 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-3 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-3 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-3 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons"). The individual managers of NEA 16 GP are Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuinary interest.

SEC source: 0001209191-20-061962 · doc4.xml · derivative · entry 2

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,239,254

Underlying: Common Stock · 5,239,254 shares

Expires 2025-12-04

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated December 1, 2020 with a closing date of December 4, 2020.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons"). The individual managers of NEA 16 GP are Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuinary interest.

SEC source: 0001209191-20-061962 · doc4.xml · nonDerivative · entry 1

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,451,056

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated December 1, 2020 with a closing date of December 4, 2020.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons"). The individual managers of NEA 16 GP are Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuinary interest.

SEC source: 0001209191-19-061963 · doc4.xml · derivative · entry 3

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 900,900

Underlying: Common Stock · 9,009,000 shares

Expires not disclosed

F4 · derivative.exercise_price: Each share of Class A-2 Convertible Preferred Stock, par value $0.001 per share ("Class A-2 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-2 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-2 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-2 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F3 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated May 3, 2019 with a closing date of December 24, 2019.

F4 · derivative.expiration_date: Each share of Class A-2 Convertible Preferred Stock, par value $0.001 per share ("Class A-2 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-2 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-2 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-2 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F5 · derivative.underlying_shares: Each share of Class A-1 Convertible Preferred Stock, par value $0.001 per share ("Class A-1 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-1 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-1 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-1 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F1 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons").

F2 · ownership.direct: The individual managers of NEA 16 GP are Peter J. Barris, Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuniary interest.

SEC source: 0001209191-19-061963 · doc4.xml · derivative · entry 2

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,009,000

Underlying: Common Stock · 9,009,000 shares

Expires 2024-12-24

F3 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated May 3, 2019 with a closing date of December 24, 2019.

F1 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons").

F2 · ownership.direct: The individual managers of NEA 16 GP are Peter J. Barris, Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuniary interest.

SEC source: 0001209191-19-028589 · doc4.xml · derivative · entry 3

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 256,700

Underlying: Common Stock · 2,567,000 shares

Expires not disclosed

F4 · derivative.exercise_price: Each share of Class A-1 Convertible Preferred Stock, par value $0.001 per share ("Class A-1 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-1 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-1 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-1 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated May 3, 2019 with a closing date of May 7, 2019.

F4 · derivative.expiration_date: Each share of Class A-1 Convertible Preferred Stock, par value $0.001 per share ("Class A-1 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-1 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-1 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-1 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F4 · derivative.underlying_shares: Each share of Class A-1 Convertible Preferred Stock, par value $0.001 per share ("Class A-1 Preferred Stock"), of the Issuer is convertible at any time into a number of shares of common stock, par value $0.001 ("Common Stock"), of the Issuer at a rate of 10 shares of Common Stock for each share of Class A-1 Preferred Stock, for no additional consideration, in each case subject to customary adjustments under the certificate of designations for the Class A-1 Preferred Stock (the "Certificate of Designations"). Unless converted pursuant to its terms, the Class A-1 Preferred Stock does not expire. The Certificate of Designations prohibits conversion to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons").

F3 · ownership.direct: The individual managers of NEA 16 GP are Peter J. Barris, Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuniary interest.

SEC source: 0001209191-19-028589 · doc4.xml · derivative · entry 2

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,703,704

Underlying: Common Stock · 3,703,704 shares

Expires 2024-05-07

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated May 3, 2019 with a closing date of May 7, 2019.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons").

F3 · ownership.direct: The individual managers of NEA 16 GP are Peter J. Barris, Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuniary interest.

SEC source: 0001209191-19-028589 · doc4.xml · nonDerivative · entry 1

Growth Equity Opportunities V, LLC · CIK 0001706444 · 10% owner

New Enterprise Associates 16, L.P. · CIK 0001694560 · 10% owner

NEA Partners 16, L.P. · CIK 0001712881 · 10% owner

NEA 16 GP, LLC · CIK 0001712882 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,052,454

F1 · kind: Acquired from the Issuer pursuant to a Securities Purchase Agreement dated May 3, 2019 with a closing date of May 7, 2019.

F2 · ownership.direct: The securities are directly held by Growth Equity Opportunities Fund V, LLC ("GEO V") and indirectly held by New Enterprise Associates 16, L.P. ("NEA 16"), the sole member of GEO V, NEA Partners 16, L.P. ("NEA Partners"), the sole general partner of NEA 16, NEA 16 GP, LLC ("NEA 16 GP"), the sole general partner of NEA Partners 16, and the individual managers of NEA 16 GP (NEA 16, NEA Partners 16, NEA 16 GP and the individual managers of NEA 16 GP, together, the "Indirect Reporting Persons").

F3 · ownership.direct: The individual managers of NEA 16 GP are Peter J. Barris, Forest Baskett, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad Makhzoumi, Josh Makower, David M. Mott, Scott D. Sandell, Peter W. Sonsini and Paul Walker. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by GEO V in which the Indirect Reporting Persons have no pecuniary interest.