0001209191-23-001389.txt : 20230104 0001209191-23-001389.hdr.sgml : 20230104 20230104190840 ACCESSION NUMBER: 0001209191-23-001389 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230101 FILED AS OF DATE: 20230104 DATE AS OF CHANGE: 20230104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOGELSONG NORMAN A CENTRAL INDEX KEY: 0001140932 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509085 MAIL ADDRESS: STREET 1: C/O IVP STREET 2: 3000 SAND HILL ROAD, 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Phelps Dennis B CENTRAL INDEX KEY: 0001299965 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509082 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harrick Stephen J CENTRAL INDEX KEY: 0001299975 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509084 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chaffee Todd C CENTRAL INDEX KEY: 0001300134 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509086 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Miller J Sanford CENTRAL INDEX KEY: 0001359524 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509083 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER NAME: FORMER CONFORMED NAME: Miller J Sanford (Sandy) DATE OF NAME CHANGE: 20060414 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Management XIII, LLC CENTRAL INDEX KEY: 0001493921 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509088 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 854-0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Partners XIII, L.P. CENTRAL INDEX KEY: 0001493922 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40378 FILM NUMBER: 23509087 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 854-0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Honest Company, Inc. CENTRAL INDEX KEY: 0001530979 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 900750205 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12130 MILLENNIUM DR., #500 CITY: LOS ANGELES STATE: CA ZIP: 90094 BUSINESS PHONE: (310) 917-9199 MAIL ADDRESS: STREET 1: 12130 MILLENNIUM DR., #500 CITY: LOS ANGELES STATE: CA ZIP: 90094 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-01-01 0 0001530979 Honest Company, Inc. HNST 0001493921 Institutional Venture Management XIII, LLC 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001493922 Institutional Venture Partners XIII, L.P. 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001300134 Chaffee Todd C 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001140932 FOGELSONG NORMAN A 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001299975 Harrick Stephen J 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001359524 Miller J Sanford 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 0001299965 Phelps Dennis B 300 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK CA 94025 0 0 1 0 Common Stock 2023-01-01 4 J 0 25100 2.89 A 96558 I By Institutional Venture Management XIII, LLC Common Stock 10396904 I By Institutional Venture Partners XIII, L.P. Eric Liaw has entered into a Director Compensation Assignment Agreement, pursuant to which he has agreed to assign the beneficial interest in any equity awards granted to him for his service as director of the Issuer to Institutional Venture Management XIII, LLC ("IVM XIII"). Pursuant to the Issuer's Non-Employee Director Compensation Policy, directors may elect to receive an award of restricted stock units (RSUs) in lieu of an annual cash retainer for their service on the board. In accordance with the Eric Liaw's election, Mr. Liaw was issued the RSUs for the annual retainer for fiscal year 2023.The RSUs vest in four installments on March 31, 2023, June 30, 2023, September 30, 2023 and December 31, 2023 and are payable in an equivalent number of shares of the Issuer's Common Stock. The number of shares of RSUs is equal to $72,500 divided by $2.89, the average of the closing price of the Issuer's common stock on the Nasdaq Global Select Market for the 30 days prior to the date of grant. Includes 73,715 RSUs which are payable in an equivalent number of shares of the Issuer's common stock. The shares are held of record or beneficially by IVM XIII. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared beneficial ownership with respect to the shares held of record or beneficially by IVM XIII. Each of the foregoing entities and individuals disclaims beneficial ownership of the securities reported herein, except to the extent of its or his respective pecuniary interest therein. The shares are held of record by Institutional Venture Partners XIII, L.P. ("IVP XIII"). IVM XIII is the general partner of IVP XIII. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared voting and dispositive power with respect to the shares held by IVP XIII. Each of IVM XIII and the managing directors disclaims beneficial ownership of the securities reported herein, except to the extent of its or his respective pecuniary interest therein. Institutional Venture Management XIII, LLC By: /s/ Tracy Hogan,Attorney-In-Fact 2023-01-04 Institutional VenturePartners XIII, L.P. By: Institutional Venture Management XIII, LLC,its General Partner By: /s/Tracy Hogan, Attorney-In-Fact 2023-01-04 /s/ Tracy Hogan, Attorney-In-Fact Todd C. Chaffee 2023-01-04 /s/ Tracy Hogan, Attorney-In-Fact Norman A. Fogelsong 2023-01-04 /s/ Tracy Hogan, Attorney-In-Fact Stephen J. Harrick 2023-01-04 /s/ Tracy Hogan, Attorney-In-Fact J. Sanford Miller 2023-01-04 /s/ Tracy Hogan, Attorney-In-Fact Dennis B. Phelps 2023-01-04