SEC Form SCHEDULE 13G filed by ServiceTitan Inc.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
ServiceTitan, Inc. (Name of Issuer) |
CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) |
81764X103 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
5,097,608.00 | ||||||||
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)
6.7 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II-B, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
3,990,638.00 | ||||||||
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)
5.2 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series) | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
3 | Sec Use Only | ||||||||
4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,099,760.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
2.7 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series) | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
3 | Sec Use Only | ||||||||
4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
9 | Aggregate Amount Beneficially Owned by Each Reporting Person
857,142.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
1.1 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II GP, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
12,045,148.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
15.7 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners II TT GP, Ltd. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
12,045,148.00 | ||||||||
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)
15.7 % | ||||||||
12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners III, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
910,622.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
1.2 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners III-B, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
973,006.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
1.3 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners III GP, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
1,883,628.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
2.5 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners III TT GP, Ltd. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
1,883,628.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
2.5 % | ||||||||
12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
522,470.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
0.7 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V-B, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
700,688.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
0.9 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST) | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
3 | Sec Use Only | ||||||||
4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
9 | Aggregate Amount Beneficially Owned by Each Reporting Person
247,163.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST2) | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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3 | Sec Use Only | ||||||||
4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
9 | Aggregate Amount Beneficially Owned by Each Reporting Person
111,891.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V GP, L.P. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
1,582,212.00 | ||||||||
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)
2.1 % | ||||||||
12 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
ICONIQ Strategic Partners V TT GP, Ltd. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
1,582,212.00 | ||||||||
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)
2.1 % | ||||||||
12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
Makan Divesh | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
15,510,988.00 | ||||||||
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)
20.3 % | ||||||||
12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
Griffith William J.G. | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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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
15,510,988.00 | ||||||||
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)
20.3 % | ||||||||
12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
|
CUSIP No. | 81764X103 |
1 | Names of Reporting Persons
Jacobson Matthew | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
![]() ![]() | ||||||||
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
1,582,212.00 | ||||||||
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)
2.1 % | ||||||||
12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
|
Item 1. | ||
(a) | Name of issuer:
ServiceTitan, Inc. | |
(b) | Address of issuer's principal executive offices:
800 N. Brand Blvd., Suite 100 Glendale, CA 91203 | |
Item 2. | ||
(a) | Name of person filing:
(i) ICONIQ Strategic Partners II, L.P., a Cayman Islands exempted limited partnership ("ICONIQ II").
(ii) ICONIQ Strategic Partners II-B, L.P., a Cayman Islands exempted limited partnership ("ICONIQ II-B").
(iii) ICONIQ Strategic Partners II Co-Invest, L.P. (ST Series), a Delaware series limited partnership ("ICONIQ II Co-Invest ST").
(iv) ICONIQ Strategic Partners II Co-Invest, L.P. (ST-2 Series) a Delaware series limited partnership ("ICONIQ II Co-Invest ST2" and together with ICONIQ II, ICONIQ II-B and ICONIQ II Co-Invest ST, the "ICONIQ II Funds").
(v) ICONIQ Strategic Partners III, L.P., a Cayman Islands exempted limited partnership ("ICONIQ III").
(vi) ICONIQ Strategic Partners III-B, L.P., a Cayman Islands exempted limited partnership ("ICONIQ III-B" and together with ICONIQ III, the "ICONIQ III Funds").
(vii) ICONIQ Strategic Partners V, L.P., a Cayman Islands exempted limited partnership ("ICONIQ V").
(viii) ICONIQ Strategic Partners V-B, L.P., a Cayman Islands exempted limited partnership ("ICONIQ V-B").
(ix) ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST), a Delaware series limited partnership ("ICONIQ V Co-Invest ST").
(x) ICONIQ Strategic Partners V Co-Invest, L.P. (Series ST-2) a Delaware series limited partnership ("ICONIQ V Co-Invest ST2" and together with ICONIQ V, ICONIQ V-B and ICONIQ V Co-Invest ST, the "ICONIQ V Funds").
(xi) ICONIQ Strategic Partners II GP, L.P., a Cayman Islands exempted limited partnership ("ICONIQ II GP"), the sole general partner of the ICONIQ II Funds.
(xii) ICONIQ Strategic Partners III GP, L.P., a Cayman Islands exempted limited partnership ("ICONIQ III GP"), the sole general partner of the ICONIQ III Funds.
(xiii) ICONIQ Strategic Partners V GP, L.P., a Cayman Islands exempted limited partnership ("ICONIQ V GP"), the sole general partner of the ICONIQ V Funds.
(xiv) ICONIQ Strategic Partners II TT GP, Ltd., a Cayman Islands exempted company ("ICONIQ II Parent GP"), the sole general partner of ICONIQ II GP.
(xv) ICONIQ Strategic Partners III TT GP, Ltd., a Cayman Islands exempted company ("ICONIQ III Parent GP"), the sole general partner of ICONIQ III GP.
(xvi) ICONIQ Strategic Partners V TT GP, Ltd., a Cayman Islands exempted company ("ICONIQ V Parent GP"), the sole general partner of ICONIQ V GP.
(xvii) Divesh Makan, a citizen of the United States ("Makan").
(xviii) William J.G. Griffith, a citizen of the United States ("Griffith"), together with Makan, are the sole equity holders of ICONIQ II Parent GP and ICONIQ III Parent GP.
(xix) Matthew Jacobson, a citizen of the United States ("Jacobson"), together with Makan and Griffith, are the sole equity holders of ICONIQ V Parent GP. | |
(b) | Address or principal business office or, if none, residence:
The address of the principal business office of each of the reporting persons is c/o ICONIQ Capital, 50 Beale St., Ste. 2300, San Francisco, CA 94105. | |
(c) | Citizenship:
See Item 2(a) above. | |
(d) | Title of class of securities:
CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE | |
(e) | CUSIP No.:
81764X103 | |
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) | ![]() | |
(b) | ![]() | |
(c) | ![]() | |
(d) | ![]() | |
(e) | ![]() | |
(f) | ![]() | |
(g) | ![]() | |
(h) | ![]() | |
(i) | ![]() | |
(j) | ![]() please specify the type of institution: | |
(k) | ![]() | |
Item 4. | Ownership | |
(a) | Amount beneficially owned:
(i) ICONIQ II directly owns 5,097,608 shares of Class A Common Stock, which represents approximately 6.7% of the outstanding Class A Common Stock.
(ii) ICONIQ II-B directly owns 3,990,638 shares of Class A Common Stock, which represents approximately 5.2% of the outstanding Class A Common Stock.
(iii) ICONIQ II Co-Invest ST directly owns 2,099,760 shares of Class A Common Stock, which represents approximately 2.7% of the outstanding Class A Common Stock.
(iv) ICONIQ II Co-Invest ST2 directly owns 857,142 shares of Class A Common Stock, which represents approximately 1.1% of the outstanding Class A Common Stock.
(v) ICONIQ II GP may be deemed to beneficially own 12,045,148 shares of Class A Common Stock, which represents approximately 15.7% of the outstanding Class A Common Stock.
(vi) ICONIQ II Parent GP may be deemed to beneficially own 12,045,148 shares of Class A Common Stock, which represents approximately 15.7% of the outstanding Class A Common Stock.
(vii) ICONIQ III directly owns 910,622 shares of Class A Common Stock, which represents approximately 1.2% of the outstanding Class A Common Stock.
(viii) ICONIQ III-B directly owns 973,006 shares of Class A Common Stock, which represents approximately 1.3% of the outstanding Class A Common Stock.
(ix) ICONIQ III GP may be deemed to beneficially own 1,883,628 shares of Class A Common Stock, which represents approximately 2.5% of the outstanding Class A Common Stock.
(x) ICONIQ III Parent GP may be deemed to beneficially own 1,883,628 shares of Class A Common Stock, which represents approximately 2.5% of the outstanding Class A Common Stock.
(xi) ICONIQ V directly owns 522,470 shares of Class A Common Stock, which represents approximately 0.7% of the outstanding Class A Common Stock.
(xii) ICONIQ V-B directly owns 700,688 shares of Class A Common Stock, which represents approximately 0.9% of the outstanding Class A Common Stock.
(xiii) ICONIQ V Co-Invest ST directly owns 247,163 shares of Class A Common Stock, which represents approximately 0.3% of the outstanding Class A Common Stock.
(xiv) ICONIQ V Co-Invest ST2 directly owns 111,891 shares of Class A Common Stock, which represents approximately 0.1% of the outstanding Class A Common Stock.
(xv) ICONIQ V GP may be deemed to beneficially own 1,582,212 shares of Class A Common Stock, which represents approximately 2.1% of the outstanding Class A Common Stock.
(xvi) ICONIQ V Parent GP may be deemed to beneficially own 1,582,212 shares of Class A Common Stock, which represents approximately 2.1% of the outstanding Class A Common Stock.
(xvii) Makan may be deemed to beneficially own 15,510,988 shares of Class A Common Stock, which represents approximately 20.3% of the outstanding Class A Common Stock.
(xviii) Griffith may be deemed to beneficially own 15,510,988 shares of Class A Common Stock, which represents approximately 20.3% of the outstanding Class A Common Stock.
(xix) Jacobson may be deemed to beneficially own 1,582,212 shares of Class A Common Stock, which represents approximately 2.1% of the outstanding Class A Common Stock.
| |
(b) | Percent of class:
See Item 4(a) above. The percent of class was calculated based on 76,537,855 shares of Class A Common Stock outstanding as of December 31, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on January 14, 2025. | |
(c) | Number of shares as to which the person has:
| |
(i) Sole power to vote or to direct the vote:
ICONIQ II: 5,097,608 shares of Class A Common Stock
ICONIQ II-B: 3,990,638 shares of Class A Common Stock
ICONIQ II Co-Invest ST: 2,099,760 shares of Class A Common Stock
ICONIQ II Co-Invest ST2: 857,142 shares of Class A Common Stock
ICONIQ II GP: 12,045,148 shares of Class A Common Stock
ICONIQ II Parent GP: 12,045,148 shares of Class A Common Stock
ICONIQ III: 910,622 shares of Class A Common Stock
ICONIQ III-B: 973,006 shares of Class A Common Stock
ICONIQ III GP: 1,883,628 shares of Class A Common Stock
ICONIQ III Parent GP: 1,883,628 shares of Class A Common Stock
ICONIQ V: 522,470 shares of Class A Common Stock
ICONIQ V-B: 700,688 shares of Class A Common Stock
ICONIQ V Co-Invest ST: 247,163 shares of Class A Common Stock
ICONIQ V Co-Invest ST2: 111,891 shares of Class A Common Stock
ICONIQ V GP: 1,582,212 shares of Class A Common Stock
ICONIQ V Parent GP: 1,582,212 shares of Class A Common Stock
Makan: 15,510,988 shares of Class A Common Stock
Griffith: 15,510,988 shares of Class A Common Stock
Jacobson: 1,582,212 shares of Class A Common Stock | ||
(ii) Shared power to vote or to direct the vote:
N/A | ||
(iii) Sole power to dispose or to direct the disposition of:
ICONIQ II: 5,097,608 shares of Class A Common Stock
ICONIQ II-B: 3,990,638 shares of Class A Common Stock
ICONIQ II Co-Invest ST: 2,099,760 shares of Class A Common Stock
ICONIQ II Co-Invest ST2: 857,142 shares of Class A Common Stock
ICONIQ II GP: 12,045,148 shares of Class A Common Stock
ICONIQ II Parent GP: 12,045,148 shares of Class A Common Stock
ICONIQ III: 910,622 shares of Class A Common Stock
ICONIQ III-B: 973,006 shares of Class A Common Stock
ICONIQ III GP: 1,883,628 shares of Class A Common Stock
ICONIQ III Parent GP: 1,883,628 shares of Class A Common Stock
ICONIQ V: 522,470 shares of Class A Common Stock
ICONIQ V-B: 700,688 shares of Class A Common Stock
ICONIQ V Co-Invest ST: 247,163 shares of Class A Common Stock
ICONIQ V Co-Invest ST2: 111,891 shares of Class A Common Stock
ICONIQ V GP: 1,582,212 shares of Class A Common Stock
ICONIQ V Parent GP: 1,582,212 shares of Class A Common Stock
Makan: 15,510,988 shares of Class A Common Stock
Griffith: 15,510,988 shares of Class A Common Stock
Jacobson: 1,582,212 shares of Class A Common Stock | ||
(iv) Shared power to dispose or to direct the disposition of:
N/A | ||
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
| ||
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
| ||
Item 8. | Identification and Classification of Members of the Group. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
The Reporting Persons expressly disclaim membership in a "group" as used in Rule 13d-5(b)(1). | ||
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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