0001209191-22-046835.txt : 20220819
0001209191-22-046835.hdr.sgml : 20220819
20220819162651
ACCESSION NUMBER: 0001209191-22-046835
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220809
FILED AS OF DATE: 20220819
DATE AS OF CHANGE: 20220819
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FLEISCHER RUSSELL L
CENTRAL INDEX KEY: 0001108424
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181154
MAIL ADDRESS:
STREET 1: 2180 RUTHERFORD ROAD
CITY: CARLSBAD
STATE: CA
ZIP: 92008
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TOBIN SCOTT R
CENTRAL INDEX KEY: 0001199926
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181151
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BROWN MICHAEL MAURICE
CENTRAL INDEX KEY: 0001354614
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181156
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thakker Dharmesh
CENTRAL INDEX KEY: 0001869544
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181152
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Feldman Jesse
CENTRAL INDEX KEY: 0001568322
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181155
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stoner Chelsea R.
CENTRAL INDEX KEY: 0001741527
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181153
MAIL ADDRESS:
STREET 1: C/O AVALARA, INC.
STREET 2: 255 SOUTH KING ST., SUITE 1800
CITY: SEATTLE
STATE: WA
ZIP: 98104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Agrawal Neeraj
CENTRAL INDEX KEY: 0001532809
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40764
FILM NUMBER: 221181157
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Wag! Group Co.
CENTRAL INDEX KEY: 0001842356
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 55 FRANCISCO STREET, SUITE 360
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94133
BUSINESS PHONE: (707) 324-4219
MAIL ADDRESS:
STREET 1: 55 FRANCISCO STREET, SUITE 360
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94133
FORMER COMPANY:
FORMER CONFORMED NAME: CHW Acquisition Corp
DATE OF NAME CHANGE: 20210126
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2022-08-09
0
0001842356
Wag! Group Co.
PET
0001532809
Agrawal Neeraj
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001354614
BROWN MICHAEL MAURICE
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001568322
Feldman Jesse
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001108424
FLEISCHER RUSSELL L
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001741527
Stoner Chelsea R.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001869544
Thakker Dharmesh
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001199926
TOBIN SCOTT R
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
Common Stock
69368
I
By Battery Investment Partners XI, LLC
Common Stock
1496758
I
By Battery Ventures XI-A, L.P.
Common Stock
395478
I
By Battery Ventures XI-B, L.P.
Common Stock
1555040
I
By Battery Ventures XI-A Side Fund, L.P.
Common Stock
337196
I
By Battery Ventures XI-B Side Fund, L.P.
In connection with the merger of Wag Labs, Inc. into CHW Merger Sub, Inc. with Wag Labs, Inc. being the surviving entity and becoming a subsidiary of Wag! Group Co. (the "Business Combination"), the Business Combination Agreement provides that certain eligible company equity holders will receive earn-out shares as additional consideration for the Company interests acquired in connection with the business combination, for no consideration, after certain triggering events as defined in the Business Combination Agreement. The Reporting Persons' rights to receive additional shares pursuant to this earn-out right became fixed on August 9, 2022, the effective date of the Business Combination.
Shares held by Battery Investment Partners XI, LLC ("BIP XI"). Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI and may be deemed to beneficially own the shares held by BIP XI. Neeraj Agrawal, Michael Brown, Jesse Feldman, Russell Fleischer, Roger Lee, Chelsea Stoner, Dharmesh Thakker, and Scott Tobin (collectively the "BP XI Managing Members") are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BIP XI. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her 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 of for any other purpose. Mr. Lee is a director of the Issuer and files separate Section 16 reports.
Shares held by Battery Ventures XI-A, L.P. ("BV XI-A"). BP XI is the general partner of BV XI-A and may be deemed to beneficially own the shares held by BV XI-A. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-A. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her 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 of for any other purpose. Mr. Lee is a director of the Issuer and files separate Section 16 reports.
Shares held by Battery Ventures XI-B, L.P. ("BV XI-B"). BP XI is the general partner of BV XI-B and may be deemed to beneficially own the shares held by BV XI-B. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-B. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her 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 of for any other purpose. Mr. Lee is a director of the Issuer and files separate Section 16 reports.
Shares held by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the shares held by BV XI-A SF. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-A SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her 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 of for any other purpose. Mr. Lee is a director of the Issuer and files separate Section 16 reports.
Shares held by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the shares held by BV XI-B SF. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-B SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her 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 of for any other purpose. Mr. Lee is a director of the Issuer and files separate Section 16 reports.
2 of 2: The number of joint filers exceeds the EDGAR maximum of 10 joint filers per Form. This Form 4 is being filed in conjunction with a Form 4 being filed by Battery Partners XI, LLC and other filing persons.
/s/ Christopher Schiavo, as Attorney-in-Fact for Neeraj Agrawal
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Michael M. Brown
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Jesse Feldman
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Russell L. Fleischer
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Chelsea Stoner
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Dharmesh Thakker
2022-08-19
/s/ Christopher Schiavo, as Attorney-in-Fact for Scott R. Tobin
2022-08-19