0000899243-19-012873.txt : 20190509 0000899243-19-012873.hdr.sgml : 20190509 20190509182719 ACCESSION NUMBER: 0000899243-19-012873 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190509 FILED AS OF DATE: 20190509 DATE AS OF CHANGE: 20190509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPURLOCK STEVEN M CENTRAL INDEX KEY: 0001190193 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812205 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BALKANSKI ALEXANDRE CENTRAL INDEX KEY: 0001190192 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812206 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUNLEVIE BRUCE CENTRAL INDEX KEY: 0001190211 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812207 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FENTON PETER H CENTRAL INDEX KEY: 0001219230 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812208 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GURLEY J WILLIAM CENTRAL INDEX KEY: 0001190191 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812209 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARVEY KEVIN CENTRAL INDEX KEY: 0001190213 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812210 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAGLE ROBERT CENTRAL INDEX KEY: 0001183234 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812211 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LASKY MITCHELL CENTRAL INDEX KEY: 0001091435 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38902 FILM NUMBER: 19812212 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: STE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Uber Technologies, Inc CENTRAL INDEX KEY: 0001543151 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 452647441 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1455 MARKET ST., 4TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415-986-2104 MAIL ADDRESS: STREET 1: 1455 MARKET ST., 4TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94103 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-05-09 0 0001543151 Uber Technologies, Inc UBER 0001190193 SPURLOCK STEVEN M C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190192 BALKANSKI ALEXANDRE C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190211 DUNLEVIE BRUCE C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001219230 FENTON PETER H C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190191 GURLEY J WILLIAM C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190213 HARVEY KEVIN C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001183234 KAGLE ROBERT C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001091435 LASKY MITCHELL C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 0 0 1 0 Series A Preferred Stock Common Stock 126216840 I See footnotes Series B Preferred Stock Common Stock 7052680 I See footnotes Series Seed Preferred Stock Common Stock 13211203 I See footnotes Series C-1 Preferred Stock Common Stock 3598034 I See footnotes The shares of Preferred Stock will automatically convert into shares of the Company's Common Stock on a 1-for-1 basis, without payment or further consideration, immediately prior to the consummation of the Company's initial public offering and have no expiration date. The shares are held by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and dispositive power over such shares. Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC VII, may be deemed to share voting and dispositive power over these shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person's or entity's pecuniary interest in such securities. The shares are held by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related persons. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and dispositive power over such shares. Alexandre Balkanski, Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC VI, may be deemed to share voting and dispositive power over these shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person or entity's pecuniary interest in such securities. This report is one of three reports, each on a separate Form 3, but relating to the same holdings being filed by entities affiliated with Benchmark and their applicable members. /s/ Steven M. Spurlock 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Alexandre Balkanski 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Bruce W. Dunlevie 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Peter H. Fenton 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for J. William Gurley 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Kevin R. Harvey 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Robert C. Kagle 2019-05-09 /s/ Steven M. Spurlock, by power of attorney for Mitchell H. Lasky 2019-05-09 EX-24 2 attachment1.htm EX-24 DOCUMENT 
      AGREEMENT TO FILE JOINTLY AND STATEMENT APPOINTING DESIGNATED FILER
                            AND AUTHORIZED SIGNATORY

     Each of the undersigned entities and individuals (collectively, the
"Reporting Persons") hereby authorizes and designates Benchmark Capital
Management Co. VI, L.L.C. or such other person or entity as is designated in
writing by Steven M. Spurlock (the "Designated Filer") as the beneficial owner
to prepare and file on behalf of such Reporting Person individually, or jointly
together with the other Reporting Persons, any and all reports, notices,
communications and other documents (including, but not limited to, reports on
Schedule 13D, Schedule 13G, Form 3, Form 4 and Form 5) that such Reporting
Person may be required to file with the United States Securities and Exchange
Commission pursuant to the Securities Act of 1933, as amended (together with the
implementing regulations thereto, the "Act"), the Securities Exchange Act of
1934, as amended (together with the implementing regulations thereto, the
"Exchange Act") or any other state or federal agency (collectively, the
"Reports") with respect to the Reporting Person's ownership of, or transactions
in, securities of any entity whose securities are beneficially owned (directly
or indirectly) by such Reporting Person (collectively, the "Companies").

     Each Reporting Person hereby further authorizes and designates Steven M.
Spurlock (the "Authorized Signatory") to execute and file on behalf of such
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted.

     The authority of the Designated Filer and the Authorized Signatory under
this Document with respect to each Reporting Person shall continue until such
Reporting Person is no longer required to file any Reports with respect to the
Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing. Each Reporting Person acknowledges
that the Designated Filer and the Authorized Signatory are not assuming any of
the Reporting Person's responsibilities to comply with the Act or the Exchange
Act.

March 21, 2013                  BENCHMARK CAPITAL MANAGEMENT CO. VI, L.L.C.,
                                a Delaware Limited Liability Company


                                By: /s/ Steven M. Spurlock
                                   -----------------------------------
                                   Steven M. Spurlock, Managing Member


March 21, 2013                  BENCHMARK CAPITAL PARTNERS VI, L.P.,
                                a Delaware Limited Partnership

                                By: Benchmark Capital Management Co. VI, L.L.C.,
                                a Delaware Limited Liability Company,
                                Its General Partner

                                By: /s/ Steven M. Spurlock
                                    ----------------------------------
                                    Steven M. Spurlock, Managing Member



March 21, 2013                  BENCHMARK CAPITAL PARTNERS VI, L.P.,
                                a Delaware Limited Partnership


                                By: Benchmark Capital Management Co. VI, L.L.C.,
                                a Delaware Limited Liability Company,
                                Its General Partner

                                By: /s/ Steven M. Spurlock
                                    ----------------------------------
                                    Steven M. Spurlock, Managing Member


March 21, 2013                  BENCHMARK FOUNDERS' FUND VI, L.P.,
                                a Delaware Limited Partnership


                                By: Benchmark Capital Management Co. VI, L.L.C.,
                                a Delaware Limited Liability Company,
                                Its General Partner

                                By: /s/ Steven M. Spurlock
                                    ----------------------------------
                                    Steven M. Spurlock, Managing Member


March 21, 2013                  By: /s/ Alexandre Balkanski
                                    ----------------------------------
                                    Alexandre Balkanski


March 21, 2013                  By: /s/ Bruce W. Dunlevie
                                    ----------------------------------
                                    Bruce W. Dunlevie


March 21, 2013                  By: /s/ J. William Gurley
                                    ----------------------------------
                                    J. William Gurley


March 21, 2013                  By: /s/ Kevin R. Harvey
                                    ----------------------------------
                                    Kevin R. Harvey


March 21, 2013                  By: /s/ Robert C. Kagle
                                    ----------------------------------
                                    Robert C. Kagle


March 21, 2013                  By: /s/ Mitchell H. Lasky
                                    ----------------------------------
                                    Mitchell H. Lasky


March 21, 2013                  By: /s/ Peter H. Fenton
                                    ----------------------------------
                                    Peter H. Fenton


March 21, 2013                  By: /s/ Matthew R. Cohler
                                    ----------------------------------
                                    Matthew R. Cohler
EX-24.1 3 attachment2.htm EX-24.1 DOCUMENT 
    AGREEMENT TO FILE JOINTLY AND STATEMENT APPOINTING DESIGNATED FILER AND
                              AUTHORIZED SIGNATORY


     Each of the undersigned entities and individuals (collectively, the
"Reporting Persons") hereby authorizes and designates Benchmark Capital
Management Co. VII, L.L.C. or such other person or entity as is designated in
writing by Steven M. Spurlock (the "Designated Filer") as the beneficial owner
to prepare and file on behalf of such Reporting Person individually, or jointly
together with the other Reporting Persons, any and all reports, notices,
communications and other documents (including, but not limited to, reports on
Schedule 13D, Schedule 13G, Form 3, Form 4 and Form 5) that such Reporting
Person may be required to file with the United States Securities and Exchange
Commission pursuant to the Securities Act of 1933, as amended (together with the
implementing regulations thereto, the "Act"), the Securities Exchange Act of
1934, as amended (together with the implementing regulations thereto, the
"Exchange Act") or any other state or federal agency (collectively, the
"Reports") with respect to the Reporting Person's ownership of, or transactions
in, securities of any entity whose securities are beneficially owned (directly
or indirectly) by such Reporting Person (collectively, the "Companies").

     Each Reporting Person hereby further authorizes and designates Steven M.
Spurlock (the "Authorized Signatory") to execute and file on behalf of such
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted.

     The authority of the Designated Filer and the Authorized Signatory under
this Document with respect to each Reporting Person shall continue until such
Reporting Person is no longer required to file any Reports with respect to the
Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing.  Each Reporting Person
acknowledges that the Designated Filer and the Authorized Signatory are not
assuming any of the Reporting Person's responsibilities to comply with the Act
or the Exchange Act.

December 11, 2014             BENCHMARK CAPITAL MANAGEMENT CO. VII, L.L.C.,
                              a Delaware Limited Liability Company


                              By: /s/ Steven M. Spurlock
                                  ------------------------------------
                                  Steven M. Spurlock, Managing Member


December 11, 2014             BENCHMARK CAPITAL PARTNERS VII, L.P.,
                              a Delaware Limited Partnership

                              By: Benchmark Capital Management Co. VII, L.L.C.,
                              a Delaware Limited Liability Company,
                              Its General Partner

                              By: /s/ Steven M. Spurlock
                                  ------------------------------------
                                  Steven M. Spurlock, Managing Member




December 11, 2014             BENCHMARK FOUNDERS' FUND VII, L.P.,
                              a Delaware Limited Partnership

                              By: Benchmark Capital Management Co. VII, L.L.C.,
                              a Delaware Limited Liability Company,
                              Its General Partner

                              By: /s/ Steven M. Spurlock
                                  ------------------------------------
                                  Steven M. Spurlock, Managing Member


December 11, 2014             BENCHMARK FOUNDERS' FUND VII-B, L.P.,
                              a Delaware Limited Partnership

                              By: Benchmark Capital Management Co. VII, L.L.C.,
                              a Delaware Limited Liability Company,
                              Its General Partner

                              By: /s/ Steven M. Spurlock
                                  ------------------------------------
                                  Steven M. Spurlock, Managing Member


December 11, 2014             By: /s/ Bruce W. Dunlevie
                                  ------------------------------------
                                  Bruce W. Dunlevie


December 11, 2014             By: /s/ J. William Gurley
                                  ------------------------------------
                                  William Gurley


December 11, 2014             By: /s/ Kevin R. Harvey
                                  ------------------------------------
                                  Kevin R. Harvey


December 11, 2014             By: /s/ Mitchell H. Lasky
                                  ------------------------------------
                                  Mitchell H. Lasky


December 11, 2014             By: /s/ Peter H. Fenton
                                  -------------------------------------
                                  Peter H. Fenton


December 11, 2014             By: /s/ Matthew R. Cohler
                                  -------------------------------------
                                  Matthew R. Cohler