0001209191-23-024567.txt : 20230417
0001209191-23-024567.hdr.sgml : 20230417
20230417211850
ACCESSION NUMBER: 0001209191-23-024567
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221123
FILED AS OF DATE: 20230417
DATE AS OF CHANGE: 20230417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HAQUE PROMOD
CENTRAL INDEX KEY: 0001089744
STATE OF INCORPORATION: CA
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 23825304
MAIL ADDRESS:
STREET 1: C/O NORWEST VENTURE PARTNERS
STREET 2: 525 UNIVERSITY AVENUE, SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crowe Jeffrey
CENTRAL INDEX KEY: 0001535261
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 23825305
MAIL ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE
STREET 2: SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NVP Associates, LLC
CENTRAL INDEX KEY: 0001545692
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 23825306
BUSINESS ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE
STREET 2: SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
BUSINESS PHONE: 650-321-8000
MAIL ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE
STREET 2: SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kossow Jon Erik
CENTRAL INDEX KEY: 0001726084
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 23825303
MAIL ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE, SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Norwest Venture Partners XIII, LP
CENTRAL INDEX KEY: 0001772583
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40263
FILM NUMBER: 23825307
BUSINESS ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE, SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
BUSINESS PHONE: (650)321-8000
MAIL ADDRESS:
STREET 1: 525 UNIVERSITY AVENUE, SUITE 800
CITY: PALO ALTO
STATE: CA
ZIP: 94301
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Grove Collaborative Holdings, Inc.
CENTRAL INDEX KEY: 0001841761
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 882840659
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1301 SANSOME STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: (800) 231-8527
MAIL ADDRESS:
STREET 1: 1301 SANSOME STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
FORMER COMPANY:
FORMER CONFORMED NAME: Virgin Group Acquisition Corp. II
DATE OF NAME CHANGE: 20210122
4
1
doc4.xml
FORM 4 SUBMISSION
X0407
4
2022-11-23
0
0001841761
Grove Collaborative Holdings, Inc.
GROV
0001772583
Norwest Venture Partners XIII, LP
1300 EL CAMINO REAL, SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0001545692
NVP Associates, LLC
1300 EL CAMINO REAL, SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0001535261
Crowe Jeffrey
1300 EL CAMINO REAL, SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0001089744
HAQUE PROMOD
1300 EL CAMINO REAL, SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0001726084
Kossow Jon Erik
1300 EL CAMINO REAL, SUITE 200
MENLO PARK
CA
94025
0
0
1
0
0
Class A Common Stock
2022-11-23
4
C
0
14217512
0.00
A
14717612
I
By Norwest Venture Partners XIII, LP
Class B Common Stock
2022-11-23
4
C
0
14217512
0.00
D
Class A Common Stock
14217512
1272396
I
By Norwest Venture Partners XIII, LP
Class B Common Stock
2023-04-13
4
J
0
135480
0.00
A
Class A Common Stock
135480
1407876
I
By Norwest Venture Partners XIII, LP
These shares of Class B common stock were converted into Class A common stock on a one-for-one basis for no additional consideration.
The securities are directly held by Norwest Venture Partners XIII, LP ("NVP XIII"). Genesis VC Partners XIII, LLC ("Genesis XIII") is the general partner of NVP XIII and NVP Associates, LLC ("NVP Associates") is the managing member of Genesis XIII. Genesis XIII, NVP Associates and Jeffrey Crowe, Promod Haque and Jon E. Kossow, as Co-Chief Executive Officers of NVP Associates, may be deemed to share voting and dispositive power over the shares held by NVP XIII. Each of Genesis XIII, NVP Associates and Messrs. Crowe, Haque and Kossow disclaims beneficial ownership of the securities held by NVP XIII except to the extent of its or his pecuniary interest therein.
Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis for no additional consideration at the Reporting Person's election and has no expiration date.
Represents restricted shares of Class B Common Stock that will vest upon the achievement of certain earnout thresholds prior to June 16, 2032 (the "Earnout Shares") as follows: (i) 50% of the Earnout Shares automatically vest if the daily volume weighted average price ("VWAP") of the shares of Class A Common Stock is greater than or equal to $12.50 per share for any 20 trading days within any 30-trading-day period; and (ii) 50% of the Earnout Shares automatically vest if the daily VWAP of the shares of Class A Common Stock is greater than or equal to $15.00 per share for any 20 trading days within any 30-trading-day period, each subject to certain change-of-control provisions.
Represents the automatic increase, for no additional consideration, in the number of shares of Class B Common Stock held by the Reporting Person as a result of the rebalancing of Earnout Shares following the forfeiture of certain equity awards of the Issuer by the holders thereof, as required by the Agreement and Plan of Merger, dated December 7, 2021, as amended and restated on March 31, 2022, by and among Virgin Group Acquisition Corp. II ("VGAC II"), two wholly owned direct subsidiaries of VGAC II, and Grove Collaborative, Inc. This increase is exempt from Section 16 filing by virtue of the exemption provided by Rule 16a-9 and is being reported voluntarily.
Norwest Venture Partners XIII, LP, By: Genesis VC Partners XIII, LLC, its general partner, By: NVP Associates, LLC, its managing member, By /s/ Matthew De Dominicis, Chief Financial Officer
2023-04-17
NVP Associates, LLC, By /s/ Matthew De Dominicis, Chief Financial Officer
2023-04-17
Jeffrey Crowe, By /s/ Matthew De Dominicis, Attorney-in-fact
2023-04-17
Promod Haque, By /s/ Matthew De Dominicis, Attorney-in-fact
2023-04-17
Jon E. Kossow, By /s/ Matthew De Dominicis, Attorney-in-fact
2023-04-17