0000950170-24-047871.txt : 20240424 0000950170-24-047871.hdr.sgml : 20240424 20240424214414 ACCESSION NUMBER: 0000950170-24-047871 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240424 FILED AS OF DATE: 20240424 DATE AS OF CHANGE: 20240424 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KHOSLA VINOD CENTRAL INDEX KEY: 0001032453 ORGANIZATION NAME: STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872594 MAIL ADDRESS: STREET 1: 2128 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VK Services, LLC CENTRAL INDEX KEY: 0001501927 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872595 BUSINESS ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 376-8526 MAIL ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khosla Ventures Associates V, LLC CENTRAL INDEX KEY: 0001611145 ORGANIZATION NAME: FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872596 BUSINESS ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-376-8526 MAIL ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khosla Ventures V, L.P. CENTRAL INDEX KEY: 0001611146 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872597 BUSINESS ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-376-8526 MAIL ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khosla Ventures VI, L.P. CENTRAL INDEX KEY: 0001734961 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872599 BUSINESS ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.376.8526 MAIL ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khosla Ventures Associates VI, LLC CENTRAL INDEX KEY: 0001735000 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42028 FILM NUMBER: 24872598 BUSINESS ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.376.8526 MAIL ADDRESS: STREET 1: 2128 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Rubrik, Inc. CENTRAL INDEX KEY: 0001943896 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 464560494 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 3495 DEER CREEK ROAD CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 8444782745 MAIL ADDRESS: STREET 1: 3495 DEER CREEK ROAD CITY: PALO ALTO STATE: CA ZIP: 94304 3 1 ownership.xml 3 X0206 3 2024-04-24 0 0001943896 Rubrik, Inc. RBRK 0001734961 Khosla Ventures VI, L.P. 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false 0001735000 Khosla Ventures Associates VI, LLC 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false 0001611146 Khosla Ventures V, L.P. 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false 0001611145 Khosla Ventures Associates V, LLC 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false 0001501927 VK Services, LLC 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false 0001032453 KHOSLA VINOD 2128 SAND HILL ROAD MENLO PARK CA 94025 false false true false Series E Preferred Stock Class B Common Stock 1061400 I See footnote Series C Preferred Stock Class B Common Stock 3647771 I See footnote The Series C Preferred Stock and Series E Preferred Stock each is convertible on a one-for-one basis into Class B Common Stock at any time at the holder's election and will convert automatically upon the closing of the Issuer's initial public offering (the "IPO") and has no expiration date. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time and will convert automatically upon certain transfers and upon the earlier of: (i) the date fixed by the Issuer's board of directors that is no less than 61 days and no more than 180 days following (x) the date on which the outstanding shares of Class B Common Stock represent less than 5% of the then outstanding shares of Class A and Class B Common Stock, or (y) the date on which Bipul Sinha, Chairman of the board of directors and Chief Executive Officer of the Issuer, is no longer providing services to the Issuer as an officer, employee, or director, or (z) the death or incapacity of Mr. Sinha; (ii) the tenth anniversary of the IPO; or (iii) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock. Consists of securities held of record by Khosla Ventures VI, L.P. ("KV VI"), of which Khosla Ventures Associates VI, LLC ("KVA VI") is the general partner. Vinod Khosla is the managing member of VK Services, LLC ("VK Services"), which is the sole manager of KVA VI. Each of KVA VI, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities held by KV VI, and each of KVA VI, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities held by KV VI. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its respective pecuniary interests therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. Consists of securities held of record by Khosla Ventures V, L.P. ("KV V"), of which Khosla Ventures Associates V, LLC ("KVA V") is the general partner. Vinod Khosla is the managing member of VK Services, which is the sole manager of KVA V. Each of KVA V, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities held by KV V, and each of KVA V, VK Services, and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities held by KV V. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interests therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. Exhibit Index: 24.1 Power of Attorney /s/ John J. Demeter, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, in its capacity as Manager of Khosla Ventures Associates VI, LLC, in its capacity as general partner of Khosla Ventures VI, L.P. 2024-04-24 /s/ John J. Demeter, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, in its capacity as Manager of Khosla Ventures Associates VI, LLC 2024-04-24 /s/ John J. Demeter, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, in its capacity as Manager of Khosla Ventures Associates V, LLC, in its capacity as general partner of Khosla Ventures V, L.P. 2024-04-24 /s/ John J. Demeter, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, in its capacity as Manager of Khosla Ventures Associates V, LLC 2024-04-24 /s/ John J. Demeter, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC 2024-04-24 /s/ John J. Demeter, as attorney in fact for Vinod Khosla 2024-04-24 EX-24.1 2 ck0001943896-ex24_1.htm EX-24.1 EX-24.1

Exhibit 24.1

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

Know all by these present that the undersigned hereby makes, constitutes and appoints each of Samir Kaul, John Demeter and Kimberly Totah, signing singly and each acting individually, as the undersigned’s true and lawful attorney-in-fact with full power and authority as hereinafter described to:

(1)
prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, an Update Passphrase and any other application materials necessary or appropriate to obtain codes and passwords enabling the undersigned to gain or maintain access to the Electronic Data Gathering, Analysis and Retrieval system of the SEC and make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) or any rule or regulation of the SEC;
(2)
execute for and on behalf of the undersigned, in his own capacity and in the undersigned’s capacity as managing manager of VK Services, LLC, Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Exchange Act;
(3)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, or other form or report, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form or report with the SEC and any stock exchange or similar authority;
(4)
seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in any of the securities issued by entities in which any of Khosla Ventures I, L.P., Khosla Ventures II, L.P., Khosla Ventures III, L.P., Khosla Ventures IV, L.P., Khosla Ventures IV (CF), L.P., Khosla Ventures V, L.P., Khosla Ventures VI, L.P., Khosla Ventures VII, L.P., Khosla Ventures VIII, L.P., Khosla Ventures Seed, L.P., Khosla Ventures Seed Side Fund, L.P., Khosla Ventures Seed B, L.P., Khosla Ventures Seed B (CF), L.P., Khosla Ventures Seed C, L.P., Khosla Ventures Seed D, L.P., Khosla Ventures Seed E, L.P., Khosla Ventures Seed F, L.P., Khosla Ventures Opportunity, L.P., Khosla Ventures Opportunity II, L.P. and Khosla Ventures Excelsior, L.P. has made an investment (each and any of such entities, the “Khosla Portfolio Companies”) from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and
(5)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done

 

 

in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming or relieving, nor is VK Services, LLC assuming or relieving, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act. The undersigned acknowledges that neither VK Services, LLC nor the foregoing attorneys-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, or 5 with respect to the undersigned’s holdings of and transactions in securities issued by any of the Khosla Portfolio Companies, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of August, 2023.

 

/s/ Vinod Khosla

Signature

 

 

Vinod Khosla

Print Name

 

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