0001209191-19-037280.txt : 20190614 0001209191-19-037280.hdr.sgml : 20190614 20190614184201 ACCESSION NUMBER: 0001209191-19-037280 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190612 FILED AS OF DATE: 20190614 DATE AS OF CHANGE: 20190614 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benchmark Capital Partners VII, L.P. CENTRAL INDEX KEY: 0001507669 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900088 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.854.8180 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benchmark Founders' Fund VII, L.P. CENTRAL INDEX KEY: 0001507661 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900089 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.854.8180 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benchmark Founders' Fund VII-B, L.P. CENTRAL INDEX KEY: 0001507670 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900090 BUSINESS ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.854.8180 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benchmark Capital Partners VII - Annex, L.P. CENTRAL INDEX KEY: 0001663528 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900091 BUSINESS ADDRESS: STREET 1: 2965 WOODSIDE ROAD CITY: WOODSIDE STATE: CA ZIP: 94062 BUSINESS PHONE: (650) 854-8180 MAIL ADDRESS: STREET 1: 2965 WOODSIDE ROAD CITY: WOODSIDE STATE: CA ZIP: 94062 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cohler Matt CENTRAL INDEX KEY: 0001572685 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900092 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD, 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900093 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900094 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900095 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900096 MAIL ADDRESS: STREET 1: 2480 SAND HILL ROAD STREET 2: STE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Benchmark Capital Management Co. VII, L.L.C. CENTRAL INDEX KEY: 0001611050 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38675 FILM NUMBER: 19900097 BUSINESS ADDRESS: STREET 1: 2965 WOODSIDE ROAD CITY: WOODSIDE STATE: CA ZIP: 94062 BUSINESS PHONE: 650-854-8180 MAIL ADDRESS: STREET 1: 2965 WOODSIDE ROAD CITY: WOODSIDE STATE: CA ZIP: 94062 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Elastic N.V. CENTRAL INDEX KEY: 0001707753 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 0430 BUSINESS ADDRESS: STREET 1: KEIZERSGRACHT 281 CITY: AMSTERDAM STATE: P7 ZIP: 1016 ED BUSINESS PHONE: (650) 458-2620 MAIL ADDRESS: STREET 1: 800 WEST EL CAMINO REAL SUITE 350 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94040 FORMER COMPANY: FORMER CONFORMED NAME: Elastic B.V. DATE OF NAME CHANGE: 20180612 FORMER COMPANY: FORMER CONFORMED NAME: Elasticsearch Global BV DATE OF NAME CHANGE: 20170605 FORMER COMPANY: FORMER CONFORMED NAME: ELasticsearch Global BV DATE OF NAME CHANGE: 20170526 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-06-12 1 0001707753 Elastic N.V. ESTC 0001611050 Benchmark Capital Management Co. VII, L.L.C. C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001507669 Benchmark Capital Partners VII, L.P. C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001507661 Benchmark Founders' Fund VII, L.P. C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001507670 Benchmark Founders' Fund VII-B, L.P. C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001663528 Benchmark Capital Partners VII - Annex, L.P. C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001572685 Cohler Matt C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190211 DUNLEVIE BRUCE C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190191 GURLEY J WILLIAM C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190213 HARVEY KEVIN C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001091435 LASKY MITCHELL C/O BENCHMARK CAPITAL PARTNERS 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 Ordinary Shares 2019-06-12 4 J 0 2786133 0.00 D 5555117 I See footnote Ordinary Shares 53282 I See footnote Ordinary Shares 2019-06-12 4 J 0 245 0.00 A 86784 I See footnote Ordinary Shares 2019-06-12 4 J 0 120205 0.00 A 120205 I See footnote Ordinary Shares 2019-06-12 4 J 0 133644 0.00 A 133644 I See footnote Ordinary Shares 2019-06-13 4 S 0 8421 75.408 D 125223 I See footnote Ordinary Shares 2019-06-13 4 S 0 53671 76.5505 D 71552 I See footnote Ordinary Shares 2019-06-13 4 S 0 4730 76.9783 D 66822 I See footnote Ordinary Shares 2019-06-14 4 S 0 64801 74.831 D 2021 I See footnote Ordinary Shares 2019-06-14 4 S 0 2021 75.426 D 0 I See footnote Ordinary Shares 2019-06-12 4 J 0 31644 0.00 A 31644 I See footnote Ordinary Shares 2019-06-13 4 S 0 1995 75.408 D 29649 I See footnote Ordinary Shares 2019-06-13 4 S 0 12716 76.5505 D 16933 I See footnote Ordinary Shares 2019-06-13 4 S 0 1121 76.9783 D 15812 I See footnote Ordinary Shares 2019-06-14 4 S 0 15353 74.831 D 459 I See footnote Ordinary Shares 2019-06-14 4 S 0 479 75.426 D 0 I See footnote Ordinary Shares 2019-06-12 4 J 0 15834 0.00 A 15834 I See footnote Ordinary Shares 2019-06-12 4 J 0 116767 0.00 A 116767 I See footnote Ordinary Shares 2019-06-13 4 S 0 615 75.2892 D 116152 I See footnote Ordinary Shares 2019-06-13 4 S 0 5076 76.4837 D 111076 I See footnote Ordinary Shares 2019-06-13 4 S 0 3819 76.9721 D 107257 I See footnote Ordinary Shares 2019-06-12 4 J 0 58052 0.00 A 67428 I See footnote Ordinary Shares 2019-06-12 4 J 0 80444 0.00 A 207858 I See footnote Ordinary Shares 2019-06-12 4 J 0 10555 0.00 A 10555 I See footnote Ordinary Shares 2019-06-12 4 J 0 107257 0.00 A 107257 I See footnote Ordinary Shares 2019-06-14 5 G 0 E 15000 0.00 D 92257 I See footnote Represents a pro-rata, in-kind distribution by BCP VII and its affiliated funds and associated persons, without additional consideration, to their respective partners, members and assigns. The shares are held by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for BCP VII, 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 investment power over such shares. Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Mitchell H. Lasky, Steven M. Spurlock and Eric H. Vishria, the managing members of BCMC VII, may be deemed to share voting and investment 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 VII - Annex, L.P. ("BCP - Annex"). BCMC VII, the general partner of BCP - Annex, may be deemed to have sole voting and investment power over such shares. Messrs. Cohler, Dunlevie, Fenton, Gurley, Harvey, Lasky, Spurlock and Vishria, the managing members of BCMC VII, may be deemed to share voting and investment power over these shares beneficially held by BCP - Annex. 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). Shares are held by Matthew R. Cohler's family trust. Shares are held by a limited liability company controlled by Matthew R. Cohler. Shares are held by Bruce W. Dunlevie's family trust. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.78 to $75.77, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.78 to $76.77, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.78 to $77.27, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.38 to $75.36, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.39 to $75.49, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares are held by a limited partnership controlled by Bruce W. Dunlevie. Shares are held by limited partnerships controlled by J. William Gurley. Shares are held directly by J. William Gurley. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.78 to $75.54, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.78 to $76.77, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.78 to $77.28, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares are held by a limited partnership controlled by Kevin R. Harvey. Shares are held by Kevin R. Harvey's family trust. Shares are held by a limited partnership controlled by Mitchell H. Lasky. Shares are held by Mitchell H. Lasky's family trust. This report is one of three reports, each on a separate Form 4, but relating to the same transaction being filed by entities affiliated with Benchmark and their applicable members. /s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VII, L.L.C. 2019-06-14 /s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Capital Partners VII, L.P. 2019-06-14 /s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Founders' Fund VII, L.P. 2019-06-14 /s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Founders' Fund VII-B, L.P. 2019-06-14 /s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Capital Partners VII - Annex, L.P. 2019-06-14 /s/ Steven M. Spurlock, by power of attorney for Matthew R. Cohler 2019-06-14 /s/ Steven M. Spurlock, by power of attorney for Bruce W. Dunlevie 2019-06-14 /s/ Steven M. Spurlock, by power of attorney for J. William Gurley 2019-06-14 /s/ Steven M. Spurlock, by power of attorney for Kevin R. Harvey 2019-06-14 /s/ Steven M. Spurlock, by power of attorney for Mitchell H. Lasky 2019-06-14