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    SEC Form SC 13G/A filed by Nextdoor Holdings Inc. (Amendment)

    2/14/24 6:16:51 AM ET
    $KIND
    Computer Software: Programming Data Processing
    Technology
    Get the next $KIND alert in real time by email
    SC 13G/A 1 tm246036d4_sc13ga.htm SC 13G/A

     

     

     

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    Schedule 13G

     

    INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) 
    AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

     

    (Amendment No.1)*

     

    Nextdoor Holdings, Inc.

    (Name of Issuer)

     

    Class A Common Stock, $0.0001 par value per share

    (Title of Class of Securities)

     

    65345M108

    (CUSIP Number)

     

    December 31, 2023

    (Date of Event Which Requires Filing of this Statement)

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    ¨      Rule 13d-1(b)

     

    ¨      Rule 13d-1(c)

     

    x      Rule 13d-1(d)

     

    *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

     

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

    (Continued on following pages)

     

    Page 1 of 8

    Exhibit Index Contained on Page 7

     

     

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 2 of 8

     

    1 NAME OF REPORTING PERSONS           KPCB Digital Growth Fund, LLC (“KPCB DGF”)
    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)       ¨       (b)       x      

    3 SEC USE ONLY
    4 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware


    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY EACH
    REPORTING
    PERSON
    WITH
    5 SOLE VOTING POWER
    8,157,306 shares (including 8,157,306 shares represented by Class B common stock shares), except that KPCB DGF Associates, LLC (“Associates”), the managing member of KPCB DGF, may be deemed to have sole power to vote these shares.
      6 SHARED VOTING POWER
    See response to row 5.
      7 SOLE DISPOSITIVE POWER
    8,157,306 shares (including 8,157,306 shares represented by Class B common stock shares), except that Associates, the managing member of KPCB DGF, may be deemed to have sole power to dispose of these shares.
      8 SHARED DISPOSITIVE POWER
    See response to row 7.

    9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,157,306
    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                      ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    4.3% 
    12 TYPE OF REPORTING PERSON OO

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 3 of 8

     

    1 NAME OF REPORTING PERSONS           KPCB Digital Growth Founders Fund, LLC (“KPCB DGF Founders”)
    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)      ¨      (b)      x     

    3 SEC USE ONLY
    4 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware


    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY EACH
    REPORTING
    PERSON
    WITH
    5 SOLE VOTING POWER
    496,742 shares (including 496,742 shares represented by Class B common stock shares), except that Associates, the managing member of KPCB DGF Founders, may be deemed to have sole power to vote these shares.
      6 SHARED VOTING POWER
    See response to row 5.
      7 SOLE DISPOSITIVE POWER
    496,742 shares (including 496,742 shares represented by Class B common stock shares), except that Associates, the managing member of KPCB DGF Founders, may be deemed to have sole power to dispose of these shares.
      8 SHARED DISPOSITIVE POWER
    See response to row 7.

    9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 496,742
    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                     ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    0.3%
    12 TYPE OF REPORTING PERSON OO

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 4 of 8

     

    1 NAME OF REPORTING PERSONS           KPCB DGF Associates, LLC
    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a)      ¨      (b)      x     

    3 SEC USE ONLY
    4 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware


    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY EACH
    REPORTING
    PERSON
    WITH
    5 SOLE VOTING POWER
    8,654,048 shares (including 8,654,048 shares represented by Class B common stock shares), of which 8,157,306 are directly owned by KPCB DGF (including 8,157,306 shares represented by Class B common stock shares) and 496,742 are directly owned by KPCB DGF Founders (including 496,742 shares represented by Class B common stock shares). Associates, the managing member of KPCB DGF and KPCB DGF Founders, may be deemed to have sole power to vote these shares.
      6 SHARED VOTING POWER
    See response to row 5.
      7 SOLE DISPOSITIVE POWER
    8,654,048 shares (including 8,654,048 shares represented by Class B common stock shares), of which 8,157,306 are directly owned by KPCB DGF (including 8,157,306 shares represented by Class B common stock shares) and 496,742 are directly owned by KPCB DGF Founders (including 496,742 shares represented by Class B common stock shares). Associates, the managing member of KPCB DGF and KPCB DGF Founders, may be deemed to have sole power to dispose of these shares.
      8 SHARED DISPOSITIVE POWER
    See response to row 7.

    9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,654,048
    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                      ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    4.6%
    12 TYPE OF REPORTING PERSON OO

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 5 of 8

     

    This Amendment No. 1 amends the Statement on Schedule 13G previously filed by KPCB Digital Growth Fund, LLC, a Delaware limited liability company, KPCB Digital Growth Founders Fund, LLC, a Delaware limited liability company, and KPCB DGF Associates, LLC, a Delaware limited liability company. The foregoing entities are collectively referred to as the “Reporting Persons.” Only those items as to which there has been a change are included in this Amendment No. 1.

     

    ITEM 4.OWNERSHIP

     

    The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of December 31, 2023:

     

    (a)Amount beneficially owned:

     

    See Row 9 of cover page for each Reporting Person.

     

    (b)Percent of Class:

     

    See Row 11 of cover page for each Reporting Person.

     

    (c)Number of shares as to which such person has:

     

    (i)Sole power to vote or to direct the vote:

     

    See Row 5 of cover page for each Reporting Person.

     

    (ii)Shared power to vote or to direct the vote:

     

    See Row 6 of cover page for each Reporting Person.

     

    (iii)Sole power to dispose or to direct the disposition of:

     

    See Row 7 of cover page for each Reporting Person.

     

    (iv)Shared power to dispose or to direct the disposition of:

     

    See Row 8 of cover page for each Reporting Person.

     

    ITEM 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

     

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:       x

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 6 of 8

     

    SIGNATURES

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

    Date: February 14, 2024

     

      KPCB DIGITAL GROWTH FUND, LLC, a Delaware limited liability company
       
      By: KPCB DGF ASSOCIATES, LLC, a Delaware limited liability company, its managing member
       
      By: /s/ Susan Biglieri
        Susan Biglieri
        Chief Financial Officer
       
      KPCB DIGITAL GROWTH FOUNDERS FUND, LLC, a Delaware limited liability company
       
      By: KPCB DGF ASSOCIATES, LLC, a Delaware limited liability company, its managing member
       
      By: /s/ Susan Biglieri
        Susan Biglieri
        Chief Financial Officer
       
      KPCB DGF ASSOCIATES, LLC, a Delaware limited liability company
       
      By: /s/ Susan Biglieri
        Susan Biglieri
        Chief Financial Officer

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 7 of 8

     

    EXHIBIT INDEX

     

      Found on
    Sequentially
    Exhibit Numbered Page
       
    Exhibit A:  Agreement of Joint Filing 8

     

     

     

     

    CUSIP NO. 65345M108 13 G Page 8 of 8

     

    exhibit A

     

    Agreement of Joint Filing

     

    The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of the Issuer shall be filed on behalf of each of the undersigned. Note that a copy of the applicable Agreement of Joint Filing is already on file with the appropriate agencies.

     

     

     

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