0001209191-17-026063.txt : 20170406 0001209191-17-026063.hdr.sgml : 20170406 20170406154526 ACCESSION NUMBER: 0001209191-17-026063 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170406 FILED AS OF DATE: 20170406 DATE AS OF CHANGE: 20170406 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Elevate Credit, Inc. CENTRAL INDEX KEY: 0001651094 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 464714474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4150 INTERNATIONAL PLAZA STREET 2: SUITE 300 CITY: FORT WORTH STATE: TX ZIP: 76109 BUSINESS PHONE: 817-928-1500 MAIL ADDRESS: STREET 1: 4150 INTERNATIONAL PLAZA STREET 2: SUITE 300 CITY: FORT WORTH STATE: TX ZIP: 76109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL IX CENTRAL INDEX KEY: 0001096113 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745862 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL ENTERPRENEURS ANNEX FUND CENTRAL INDEX KEY: 0001296083 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745863 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL FRANCHISE FUND LP CENTRAL INDEX KEY: 0001085206 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745864 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL GROWTH FUND III CENTRAL INDEX KEY: 0001367782 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745867 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCGF III MANAGEMENT LLC CENTRAL INDEX KEY: 0001367787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745868 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL GROWTH PARTNERS III CENTRAL INDEX KEY: 0001367781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745859 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL GROWTH III PRINCIPALS FUND CENTRAL INDEX KEY: 0001357260 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745860 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORITZ MICHAEL J CENTRAL INDEX KEY: 0001201045 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745866 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEONE DOUGLAS M CENTRAL INDEX KEY: 0001195580 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745861 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL FRANCHISE PARTNERS LP CENTRAL INDEX KEY: 0001092521 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37680 FILM NUMBER: 17745865 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-04-06 0 0001651094 Elevate Credit, Inc. ELVT 0001367787 SCGF III MANAGEMENT LLC 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001367782 SEQUOIA CAPITAL GROWTH FUND III 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001201045 MORITZ MICHAEL J 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 0 0 1 0 0001092521 SEQUOIA CAPITAL FRANCHISE PARTNERS LP 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001085206 SEQUOIA CAPITAL FRANCHISE FUND LP 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 0 0 1 0 0001296083 SEQUOIA CAPITAL ENTERPRENEURS ANNEX FUND 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001096113 SEQUOIA CAPITAL IX 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 0 0 1 0 0001195580 LEONE DOUGLAS M 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001357260 SEQUOIA CAPITAL GROWTH III PRINCIPALS FUND 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001367781 SEQUOIA CAPITAL GROWTH PARTNERS III 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 Common Stock 13296 I By Sequoia Capital Franchise Fund, L.P. Common Stock 1813 I By Sequoia Capital Franchise Partners, L.P. Series A Preferred Stock Common Stock 1587132 I By Sequoia Capital Growth Fund III, L.P. Series A Preferred Stock Common Stock 279533 I By Sequoia Capital IX, L.P. Series A Preferred Stock Common Stock 256234 I By Sequoia Capital Franchise Fund, L.P. Series A Preferred Stock Common Stock 77725 I By Capital Growth III Principals Fund, LLC Series A Preferred Stock Common Stock 34940 I By Sequoia Capital Franchise Partners, L.P. Series A Preferred Stock Common Stock 17496 I By Sequoia Capital Growth Partners III, L.P. Series A Preferred Stock Common Stock 11646 I By Sequoia Capital Entrepreneurs Annex Fund, L.P. Series B Preferred Stock Common Stock 469955 I By Sequoia Capital Growth Fund III, L.P. Series B Preferred Stock Common Stock 82771 I By Sequoia Capital IX, L.P. Series B Preferred Stock Common Stock 75872 I By Sequoia Capital Franchise Fund, L.P. Series B Preferred Stock Common Stock 23015 I By Capital Growth III Principals Fund, LLC Series B Preferred Stock Common Stock 10346 I By Sequoia Capital Franchise Partners, L.P. Series B Preferred Stock Common Stock 5181 I By Sequoia Capital Growth Partners III, L.P. Series B Preferred Stock Common Stock 3448 I By Sequoia Capital Entrepreneurs Annex Fund, L.P. The number of shares of common stock reported does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. SCFF Management, LLC is the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. The managing members of SCFF Management are Douglas M. Leone and Michael J. Moritz. Each of the managing members of SCFF III Management, LLC may be deemed to share beneficial ownership of the shares held by the Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest 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. The Series A preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. SCGF III Management, LLC is the general partner of each of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P., and is the managing member of Sequoia Capital Growth III Principals Fund, LLC. As a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Partners III, L.P., Sequoia Capital Growth Fund III, L.P. and Sequoia Capital Growth III Principals Fund, LLC. SC IX.I Management, LLC is the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. The Series B preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering. /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P. 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Michael J. Moritz 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the managing member of Sequoia Capital Growth III Principals Fund, LLC 2017-04-06 /s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P. 2017-04-06 EX-24 2 attachment1.htm EX-24 DOCUMENT

SPECIAL POWER OF ATTORNEY

THIS SPECIAL POWER OF ATTORNEY (this "POA") is executed by Douglas M. Leone
("Leone") as of February 9, 2017.

1. Leone hereby appoints each of Chris Cooper, Marie Klemchuk and Jung Yeon Son
(each acting independently and without any requirement of joint action) as
Leone's attorney-in-fact to execute and deliver, in Leone's name and on his
behalf, any form, instrument, agreement or other document reasonably expected to
be delivered to, or filed with, the U.S. Securities and Exchange Commission, but
only to the extent that, in each case, Leone has confirmed his approval of such
form, instrument, agreement or other document in writing.

2. This POA shall shall not expire, but shall be revocable on a prospective
basis, in whole or in part, upon notice by Leone to the applicable
attorney(ies)-in-fact.

Executed by Leone as of the date first above written:

/s/ Douglas M. Leone

Douglas M. Leone