0001104659-19-008647.txt : 20190214 0001104659-19-008647.hdr.sgml : 20190214 20190214145826 ACCESSION NUMBER: 0001104659-19-008647 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190214 DATE AS OF CHANGE: 20190214 GROUP MEMBERS: JONATHAN FEIBER GROUP MEMBERS: NANCY SCHOENDORF GROUP MEMBERS: SIXTH MDV PARTNERS, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NLIGHT, INC. CENTRAL INDEX KEY: 0001124796 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 912066376 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90457 FILM NUMBER: 19605014 BUSINESS ADDRESS: STREET 1: 5408 NE 88TH STREET STREET 2: BUILDING E CITY: VANCOUVER STATE: WA ZIP: 98665 BUSINESS PHONE: 360-566-4460 MAIL ADDRESS: STREET 1: 5408 NE 88TH STREET STREET 2: BUILDING E CITY: VANCOUVER STATE: WA ZIP: 98665 FORMER COMPANY: FORMER CONFORMED NAME: NLIGHT PHOTONICS CORP DATE OF NAME CHANGE: 20000925 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MOHR DAVIDOW VENTURES VI LP CENTRAL INDEX KEY: 0001250364 IRS NUMBER: 943336768 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: C/O MOHR DAVIDOW VENTURES STREET 2: 3000 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G 1 a19-4758_1sc13g.htm SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, DC 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. )*

 

NLIGHT, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

65487K100

(CUSIP Number)

December 31, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

1.

Names of Reporting Persons
MOHR, DAVIDOW VENTURES VI, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
4,440,690 Shares (2)

 

6.

Shared Voting Power
0 Shares

 

7.

Sole Dispositive Power
4,440,690 Shares (2)

 

8.

Shared Dispositive Power
0 Shares

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,440,690 Shares (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
12.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

(1) This Schedule 13G is filed by Mohr, Davidow Ventures VI, L.P., as nominee for Mohr, Davidow Ventures VI, L.P., MDV VI Leaders’ Fund, L.P., MDV Entrepreneurs’ Network Fund III (A), L.P., and MDV Entrepreneurs’ Network Fund III (B), L.P (collectively, the “MDV Funds”) and Sixth MDV Partners, L.L.C. (“MDV” and, together with the MDV Funds, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held Mohr, Davidow Ventures VI, L.P., as nominee for the MDV Funds. Sixth MDV Partners, L.L.C. is the general partner of each of the MDV Funds.  Jonathan Feiber and Nancy Schoendorf are managing members of Sixth MDV Partners, L.L.C. and share voting and dispositive power over the shares held by the MDV Funds.

 

(3) This percentage is calculated based on 36,571,861 shares of the Issuer’s stock outstanding as of November 6, 2018, as set forth in the Issuer’s most recent 10-Q, filed with the Securities and Exchange Commission on November 8, 2018.

 

2

 

 

1.

Names of Reporting Persons
Sixth MDV Partners, L.L.C.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0 Shares

 

6.

Shared Voting Power
4,440,690 Shares (2)

 

7.

Sole Dispositive Power
0 Shares

 

8.

Shared Dispositive Power
4,440,690 Shares (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,440,690 Shares (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
12.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held Mohr, Davidow Ventures VI, L.P., as nominee for Mohr, Davidow Ventures VI, L.P., MDV VI Leaders’ Fund, L.P., MDV Entrepreneurs’ Network Fund III (A), L.P., and MDV Entrepreneurs’ Network Fund III (B), L.P (collectively, the “MDV Funds”). Sixth MDV Partners, L.L.C. is the general partner of each of the MDV Funds.  Jonathan Feiber and Nancy Schoendorf are managing members of Sixth MDV Partners, L.L.C. and share voting and dispositive power over the shares held by the MDV Funds.

 

(3) This percentage is calculated based on 36,571,861 shares of the Issuer’s stock outstanding as of November 6, 2018, as set forth in the Issuer’s most recent 10-Q, filed with the Securities and Exchange Commission on November 8, 2018.

 

3

 

 

1.

Names of Reporting Persons
Nancy Schoendorf

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0 Shares

 

6.

Shared Voting Power
4,440,690 Shares (2)

 

7.

Sole Dispositive Power
0 Shares

 

8.

Shared Dispositive Power
4,440,690 Shares (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,440,690 Shares (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
12.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(1) This Schedule 13G is filed the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held Mohr, Davidow Ventures VI, L.P., as nominee for Mohr, Davidow Ventures VI, L.P., MDV VI Leaders’ Fund, L.P., MDV Entrepreneurs’ Network Fund III (A), L.P., and MDV Entrepreneurs’ Network Fund III (B), L.P (collectively, the “MDV Funds”). Sixth MDV Partners, L.L.C. is the general partner of each of the MDV Funds.  Jonathan Feiber and Nancy Schoendorf are managing members of Sixth MDV Partners, L.L.C. and share voting and dispositive power over the shares held by the MDV Funds.

 

(3) This percentage is calculated based on 36,571,861 shares of the Issuer’s stock outstanding as of November 6, 2018, as set forth in the Issuer’s most recent 10-Q, filed with the Securities and Exchange Commission on November 8, 2018.

 

4

 

 

1.

Names of Reporting Persons
Jonathan Feiber

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x (1)

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0 Shares

 

6.

Shared Voting Power
4,440,690 Shares (2)

 

7.

Sole Dispositive Power
0 Shares

 

8.

Shared Dispositive Power
4,440,690 Shares (2)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,440,690 Shares (2)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row 9
12.1% (3)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 

(2) The shares are held Mohr, Davidow Ventures VI, L.P., as nominee for Mohr, Davidow Ventures VI, L.P., MDV VI Leaders’ Fund, L.P., MDV Entrepreneurs’ Network Fund III (A), L.P., and MDV Entrepreneurs’ Network Fund III (B), L.P (collectively, the “MDV Funds”). Sixth MDV Partners, L.L.C. is the general partner of each of the MDV Funds.  Jonathan Feiber and Nancy Schoendorf are managing members of Sixth MDV Partners, L.L.C. and share voting and dispositive power over the shares held by the MDV Funds.

 

(3) This percentage is calculated based on 36,571,861 shares of the Issuer’s stock outstanding as of November 6, 2018, as set forth in the Issuer’s most recent 10-Q, filed with the Securities and Exchange Commission on November 8, 2018.

 

5

 

Introductory Note:  This Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.0001 per share (“Common Stock”), of nLIGHT, Inc.

 

Item 1(a).

 

Name of Issuer:
NLIGHT, Inc.

Item 1(b).

 

Address of Issuer’s Principal Executive Offices:
5408 NE 88th Street, Building E, Vancouver, Washington  98665

 

Item 2(a).

 

Name of Person Filing:
Mohr, Davidow Ventures VI, L.P.

Sixth MDV Partners, L.L.C.

Nancy Schoendorf

Jonathan Feiber

Item 2(b).

 

Address of Principal Business Office or, if none, Residence:
777 Mariners Island Boulevard, Suite 550, San Mateo, CA  94404

Item 2(c).

 

Citizenship:
All entities were organized in Delaware.  The individuals are all United States citizens.

Item 2(d).

 

Title of Class of Securities:
Common Stock

Item 2(e).

 

CUSIP Number:
65487K100

 

Item 3.

 

If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

 

 

Not applicable.

 

6

 

Item 4.

Ownership

 

Fund Entities

 

Shares Held
Directly

 

Sole
Voting
Power

 

Shared
Voting Power

 

Sole
Dispositive
Power

 

Shared
Dispositive
Power

 

Beneficial
Ownership

 

Percentage of
Class (2)

 

Mohr, Davidow Ventures VI, L.P. (1)

 

4,440,690

 

4,440,690

 

0

 

4,440,690

 

0

 

4,440,690

 

12.1

%

Sixth MDV Partners, L.L.C. (1)

 

0

 

0

 

4,440,690

 

0

 

4,440,690

 

4,440,690

 

12.1

%

Nancy Schoendorf (1)

 

0

 

0

 

4,440,690

 

0

 

4,440,690

 

4,440,690

 

12.1

%

Jonathan Feiber (1)

 

0

 

0

 

4,440,690

 

0

 

4,440,690

 

4,440,690

 

12.1

%

 

(1)   The shares are held Mohr, Davidow Ventures VI, L.P., as nominee for Mohr, Davidow Ventures VI, L.P., MDV VI Leaders’ Fund, L.P., MDV Entrepreneurs’ Network Fund III (A), L.P., and MDV Entrepreneurs’ Network Fund III (B), L.P (collectively, the “MDV Funds”). Sixth MDV Partners, L.L.C. is the general partner of each of the MDV Funds.  Jonathan Feiber and Nancy Schoendorf are managing members of Sixth MDV Partners, L.L.C. and share voting and dispositive power over the shares held by the MDV Funds.

 

(2)         This percentage is calculated based on 36,571,861 shares of the Issuer’s stock outstanding as of November 6, 2018, as set forth in the Issuer’s most recent 10-Q, filed with the Securities and Exchange Commission on November 8, 2018.

 

Item 5.                                 Ownership of 5 Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following  o.

 

Item 6.                                 Ownership of More than 5 Percent on Behalf of Another Person

 

Not applicable.

 

Item 7.                                 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

 

Not applicable.

 

Item 8.                                 Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9.                                 Notice of Dissolution of a Group

 

Not applicable.

 

7

 

Item 10.

Certification

Not applicable.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated:  February 14, 2019

 

MOHR, DAVIDOW VENTURES VI, L.P.

 

SIXTH MDV PARTNERS, L.L.C.

 

 

 

 

 

By:

Sixth MDV Partners, L.L.C.,

 

By:

/s/ Jonathan Feiber

 

its General Partner

 

 

Name: Jonathan Feiber

 

 

 

 

Title: Managing Member

By:

 /s/ Jonathan Feiber

 

 

 

 

Name: Jonathan Feiber

 

 

 

 

Title: Managing Member

 

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Jonathan Feiber

 

 

/s/ Nancy Schoendorf

 

Jonathan Feiber

 

 

Nancy Schoendorf

 

EXHIBITS

 

A:            Joint Filing Agreement

 

8

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of NLIGHT, Inc. is filed on behalf of each of us.

 

Dated:  February 14, 2019

 

MOHR, DAVIDOW VENTURES VI, L.P.

 

SIXTH MDV PARTNERS, L.L.C.

 

 

 

 

 

By:

Sixth MDV Partners, L.L.C.,

 

By:

/s/ Jonathan Feiber

 

its General Partner

 

 

Name: Jonathan Feiber

 

 

 

 

Title: Managing Member

By:

/s/ Jonathan Feiber

 

 

 

 

Name: Jonathan Feiber

 

 

 

 

Title: Managing Member

 

 

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Jonathan Feiber

 

 

/s/ Nancy Schoendorf

 

Jonathan Feiber

 

 

Nancy Schoendorf

 

9