|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Klarna Group plc (Name of Issuer) |
Ordinary Shares, $0.0001 nominal value (Title of Class of Securities) |
G5279N105 (CUSIP Number) |
09/30/2025 (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)
|
 Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GF IV SWEDEN, L.P. ("SEQUOIA CAPITAL GF IV SWEDEN") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
32,644,255.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
8.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL US GROWTH FUND IV, L.P. ("SC GFIV") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,676,808.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GLOBAL GROWTH FUND, L.P. ("SC GGF") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,681,432.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, L.P. ("SC GGF PF") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
241,128.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P. ("SC GGF II") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,124,940.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P. ("SC GGF II PF") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
13,920.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS, L.P. ("SC GGF III") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,130,908.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL US/E EXPANSION FUND I, L.P. ("SC EXP I") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,515,820.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SCGF IV MANAGEMENT, L.P. ("SCGF IV MGMT") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
34,321,063.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
9.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
34,321,063 shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN and 1,676,808 shares are directly owned by SC GFIV. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SCGGF MANAGEMENT, L.P. ("SCGGF MGMT") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,922,560.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
6,922,560 shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SC GLOBAL GROWTH II MANAGEMENT, L.P. ("SC GLOBAL GROWTH II MANAGEMENT") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,138,860.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
1,138,860 shares, of which 1,124,940 shares are directly owned by SC GGF II and 13,920 shares are directly owned by SC GGF II PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SCGGF III - ENDURANCE PARTNERS MANAGEMENT, L.P. ("SC GGF III MGMT") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,130,908.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
6,130,908 shares, of which 6,130,908 shares are directly owned by SC GGF III. SC GGF III MGMT is the general partner of SC GGF III.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SC US/E EXPANSION FUND I MANAGEMENT, L.P. ("SC EXP MGMT") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,515,820.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
6,515,820 shares, of which 6,515,820 shares are directly owned by SC EXP I. SC EXP MGMT is the general partner of SC EXP I.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
SC US (TTGP), LTD. ("SC US (TTGP)") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
55,029,211.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
14.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
55,029,211 shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN, 1,676,808 shares are directly owned by SC GFIV, 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, 6,130,908 shares are directly owned by SC GGF III, and 6,515,820 shares are directly owned by SC EXP I. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. SC EXP MGMT is the general partner of SC EXP I. The General Partner of SCGF IV MGMT, SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, SC GGF III MGMT, and SC EXP MGMT is SC US (TTGP).
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
DOUGLAS LEONE ("DL") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,192,328.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
3.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
14,192,328 shares, of which 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF and SC GGF, are Messrs. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
ROELOF BOTHA ("RB") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
7,269,768.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
7,269,768 shares, of which 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SC GLOBAL GROWTH II MANAGEMENT and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| CUSIP No. | G5279N105 |
| 1 | Names of Reporting Persons
JAMES GOETZ ("JG") | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
6,922,560.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
6,922,560 shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. The general partner of SCGGF MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF, and SC GGF, are Messrs. DL and JG.
Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Klarna Group plc | |
| (b) | Address of issuer's principal executive offices:
10 York Road, London, SE1 7ND, United Kingdom | |
| Item 2. | ||
| (a) | Name of person filing:
Sequoia Capital GF IV Sweden, L.P.
Sequoia Capital US Growth Fund IV, L.P.
Sequoia Capital Global Growth Fund, L.P.
Sequoia Capital Global Growth Principals Fund, L.P.
Sequoia Capital Global Growth Fund II, L.P.
Sequoia Capital Global Growth II Principals Fund, L.P.
Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.
Sequoia Capital US/E Expansion Fund I, L.P.
SCGF IV Management, L.P.
SCGGF Management, L.P.
SC Global Growth II Management, L.P.
SCGGF III - Endurance Partners Management, L.P.
SC US/E Expansion Fund I Management, L.P.
SC US (TTGP), Ltd.
Douglas Leone
Roelof Botha
James Goetz | |
| (b) | Address or principal business office or, if none, residence:
2800 Sand Hill Road, Suite 101, Menlo Park, CA 94025 | |
| (c) | Citizenship:
Sequoia Capital GF IV Sweden, L.P., Sequoia Capital US Growth Fund IV, L.P., Sequoia Capital Global Growth Fund, L.P., Sequoia Capital Global Growth Principals Fund, L.P., Sequoia Capital Global Growth Fund II, L.P., Sequoia Capital Global Growth II Principals Fund, L.P., Sequoia Capital Global Growth Fund III - Endurance Partners, L.P., Sequoia Capital US/E Expansion Fund I, L.P., L.P., SCGF IV Management, L.P., SCGGF Management, L.P., SC Global Growth II Management, L.P., SCGGF III - Endurance Partners Management, L.P., SC US/E Expansion Fund I Management, L.P., and SC US (TTGP), Ltd. are each organized under the laws of the Cayman Islands. Douglas Leone, Roelof Botha and James Goetz are citizens of the USA. | |
| (d) | Title of class of securities:
Ordinary Shares, $0.0001 nominal value | |
| (e) | CUSIP No.:
G5279N105 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
55,029,211 ordinary shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN, 1,676,808 shares are directly owned by SC GFIV, 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, 6,130,908 shares are directly owned by SC GGF III, and 6,515,820 shares are directly owned by SC EXP I. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. SC EXP MGMT is the general partner of SC EXP I. The General Partner of SCGF IV MGMT, SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, SC GGF III MGMT, and SC EXP MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF and SC GGF, are Messrs. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
Additionally, each Reporting Person beneficially owns a number of shares of the Issuer's Class B shares equivalent to the number of ordinary shares beneficially owned by such Reporting Person. Each Class B share is entitled to 10 votes per share. Class B shares are not transferable and are not exchangeable for or convertible into ordinary shares. Following certain transfers of interests in ordinary shares by holders of Class B shares or their affiliates, a related number of Class B shares will automatically convert into deferred shares, which have no voting rights. Class B shares automatically convert into deferred shares in certain other circumstances as well. | |
| (b) | Percent of class:
14.6%. Based on a total of 377,255,045 ordinary shares outstanding following completion of the Issuer's initial public offering, as reported in the Issuer's prospectus filed with the Securities and Exchange Commission on September 10, 2025. | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
SEQUOIA CAPITAL GF IV SWEDEN, L.P.: 32,644,255
SEQUOIA CAPITAL US GROWTH FUND IV, L.P.: 1,676,808
SEQUOIA CAPITAL GLOBAL GROWTH FUND, L.P.: 6,681,432
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, L.P.: 241,128
SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P.: 1,124,940
SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P.: 13,920
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS, L.P.: 6,130,908
SEQUOIA CAPITAL US/E EXPANSION FUND I, L.P.: 6,515,820
SCGF IV MANAGEMENT, L.P.: 34,321,063 ordinary shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN and 1,676,808 shares are directly owned by SC GFIV. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV.
SCGGF MANAGEMENT, L.P.: 6,922,560 shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF.
SC GLOBAL GROWTH II MANAGEMENT, L.P.: 1,138,860 ordinary shares, of which 1,124,940 shares are directly owned by SC GGF II and 13,920 shares are directly owned by SC GGF II PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF.
SCGGF III - ENDURANCE PARTNERS MANAGEMENT, L.P.: 6,130,908 ordinary shares, of which 6,130,908 shares are directly owned by SC GGF III. SC GGF III MGMT is the general partner of SC GGF III.
SC US/E EXPANSION FUND I MANAGEMENT, L.P.: 6,515,820 ordinary shares, of which 6,515,820 shares are directly owned by SC EXP I. SC EXP MGMT is the general partner of SC EXP I.
SC US (TTGP), LTD.: 55,029,211 ordinary shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN, 1,676,808 shares are directly owned by SC GFIV, 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, 6,130,908 shares are directly owned by SC GGF III, and 6,515,820 shares are directly owned by SC EXP I. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. SC EXP MGMT is the general partner of SC EXP I. The General Partner of SCGF IV MGMT, SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, SC GGF III MGMT, and SC EXP MGMT is SC US (TTGP).
DOUGLAS LEONE: 14,192,328 ordinary shares, of which 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF and SC GGF are Messrs. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
ROELOF BOTHA: 7,269,768 ordinary shares, of which 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SC GLOBAL GROWTH II MANAGEMENT and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
JAMES GOETZ: 6,922,560 ordinary shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. The general partner of SCGGF MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF, and SC GGF, are Messrs. DL and JG.
Additionally, each Reporting Person has shared power to vote a number of shares of the Issuer's Class B shares equivalent to the number of ordinary shares such Reporting Person has shared power to vote. Each Class B share is entitled to 10 votes per share. Class B shares are not transferable and are not exchangeable for or convertible into ordinary shares. Following certain transfers of interests in ordinary shares by holders of Class B shares or their affiliates, a related number of Class B shares will automatically convert into deferred shares, which have no voting rights. Class B shares automatically convert into deferred shares in certain other circumstances as well. | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
SEQUOIA CAPITAL GF IV SWEDEN, L.P.: 32,644,255
SEQUOIA CAPITAL US GROWTH FUND IV, L.P.: 1,676,808
SEQUOIA CAPITAL GLOBAL GROWTH FUND, L.P.: 6,681,432
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, L.P.: 241,128
SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P.: 1,124,940
SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P.: 13,920
SEQUOIA CAPITAL GLOBAL GROWTH FUND III - ENDURANCE PARTNERS, L.P.: 6,130,908
SEQUOIA CAPITAL US/E EXPANSION FUND I, L.P.: 6,515,820
SCGF IV MANAGEMENT, L.P.: 34,321,063 ordinary shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN and 1,676,808 shares are directly owned by SC GFIV. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV.
SCGGF MANAGEMENT, L.P.: 6,922,560 shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF.
SC GLOBAL GROWTH II MANAGEMENT, L.P.: 1,138,860 ordinary shares, of which 1,124,940 shares are directly owned by SC GGF II and 13,920 shares are directly owned by SC GGF II PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF.
SCGGF III - ENDURANCE PARTNERS MANAGEMENT, L.P.: 6,130,908 ordinary shares, of which 6,130,908 shares are directly owned by SC GGF III. SC GGF III MGMT is the general partner of SC GGF III.
SC US/E EXPANSION FUND I MANAGEMENT, L.P.: 6,515,820 ordinary shares, of which 6,515,820 shares are directly owned by SC EXP I. SC EXP MGMT is the general partner of SC EXP I.
SC US (TTGP), LTD.: 55,029,211 ordinary shares, of which 32,644,255 shares are directly owned by SEQUOIA CAPITAL GF IV SWEDEN, 1,676,808 shares are directly owned by SC GFIV, 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, 6,130,908 shares are directly owned by SC GGF III, and 6,515,820 shares are directly owned by SC EXP I. SCGF IV MGMT is the general partner of SEQUOIA CAPITAL GF IV SWEDEN and SC GFIV. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. SC EXP MGMT is the general partner of SC EXP I. The General Partner of SCGF IV MGMT, SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, SC GGF III MGMT, and SC EXP MGMT is SC US (TTGP).
DOUGLAS LEONE: 14,192,328 ordinary shares, of which 6,681,432 shares are directly owned by SC GGF, 241,128 shares are directly owned by SC GGF PF, 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SCGGF MGMT, SC GLOBAL GROWTH II MANAGEMENT, and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF and SC GGF are Messrs. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
ROELOF BOTHA: 7,269,768 ordinary shares, of which 1,124,940 shares are directly owned by SC GGF II, 13,920 shares are directly owned by SC GGF II PF, and 6,130,908 shares are directly owned by SC GGF III. SC GLOBAL GROWTH II MANAGEMENT is the general partner of SC GGF II and SC GGF II PF. SC GGF III MGMT is the general partner of SC GGF III. The general partner of SC GLOBAL GROWTH II MANAGEMENT and SC GGF III MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF II, SC GGF II PF, and SC GGF III, are Messrs. DL and RB.
JAMES GOETZ: 6,922,560 ordinary shares, of which 6,681,432 shares are directly owned by SC GGF and 241,128 shares are directly owned by SC GGF PF. SCGGF MGMT is the general partner of SC GGF and SC GGF PF. The general partner of SCGGF MGMT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SC GGF PF, and SC GGF, are Messrs. DL and JG.
Additionally, each Reporting Person beneficially owns a number of shares of the Issuer's Class B shares equivalent to the number of ordinary shares beneficially owned by such Reporting Person. Each Class B share is entitled to 10 votes per share. Class B shares are not transferable and are not exchangeable for or convertible into ordinary shares. Following certain transfers of interests in ordinary shares by holders of Class B shares or their affiliates, a related number of Class B shares will automatically convert into deferred shares, which have no voting rights. Class B shares automatically convert into deferred shares in certain other circumstances as well. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
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.
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