FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 12/10/2014 |
3. Issuer Name and Ticker or Trading Symbol
LendingClub Corp [ LC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 38,272 | I | By Jill Ciporin, Trustee of Daniel Ciporin 2014 Family Trust(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | (2) | (2) | Common Stock | 586,320 | (2) | D | |
Series B Convertible Preferred Stock | (3) | (3) | Common Stock | 182,764 | (3) | D | |
Series C Convertible Preferred Stock | (4) | (4) | Common Stock | 183,324 | (4) | D | |
Series D Convertible Preferred Stock | (5) | (5) | Common Stock | 10,000 | (5) | I | By Jill Ciporin, Trustee of Daniel Ciporin 2014 Family Trust(1) |
Explanation of Responses: |
1. The shares are held of record by Jill Ciporin, Trustee of Daniel Ciporin 2014 Family Trust. The reporting person's spouse is a trustee of the trust and the reporting person shares investment power over the shares held by the trust. |
2. Each share of the issuer's Series A Convertible Preferred Stock will convert into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering ("IPO") and has no expiration date. |
3. Each share of the issuer's Series B Convertible Preferred Stock will convert into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
4. Each share of the issuer's Series C Convertible Preferred Stock will convert into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
5. Each share of the issuer's Series D Convertible Preferred Stock will convert into one (1) share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date. |
Remarks: |
/s/ Jaime Slocom as attorney-in-fact for Daniel Ciporin | 12/10/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |