0001012975-20-000488.txt : 20200519 0001012975-20-000488.hdr.sgml : 20200519 20200519172502 ACCESSION NUMBER: 0001012975-20-000488 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200515 FILED AS OF DATE: 20200519 DATE AS OF CHANGE: 20200519 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GC Venture LH Manager, LLC CENTRAL INDEX KEY: 0001782658 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894808 BUSINESS ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GC Venture LH, LLC CENTRAL INDEX KEY: 0001782659 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894809 BUSINESS ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GCGM Investment Holdings, LP CENTRAL INDEX KEY: 0001774568 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894810 BUSINESS ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GC Partners Holdings, LP CENTRAL INDEX KEY: 0001774569 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894811 BUSINESS ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: 20 UNIVERSITY ROAD, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHENAULT KENNETH I CENTRAL INDEX KEY: 0001180524 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894812 MAIL ADDRESS: STREET 1: AMERICAN EXPRESS COMPANY STREET 2: 200 VESEY STREET CITY: NEW YORK STATE: NY ZIP: 10285 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cutler Joel E CENTRAL INDEX KEY: 0001337122 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894813 MAIL ADDRESS: STREET 1: C/O GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fialkow David P CENTRAL INDEX KEY: 0001337220 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38983 FILM NUMBER: 20894814 MAIL ADDRESS: STREET 1: C/O GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Livongo Health, Inc. CENTRAL INDEX KEY: 0001639225 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 263542036 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 W. EVELYN AVE. CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 1(866)435-5643 MAIL ADDRESS: STREET 1: 150 W. EVELYN AVE. CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2020-05-15 0001639225 Livongo Health, Inc. LVGO 0001782658 GC Venture LH Manager, LLC 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001782659 GC Venture LH, LLC 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001774568 GCGM Investment Holdings, LP 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001774569 GC Partners Holdings, LP 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001180524 CHENAULT KENNETH I 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001337122 Cutler Joel E 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001337220 Fialkow David P 20 UNIVERSITY ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 Common Stock 2020-05-15 4 J 0 2000000 0 D 13943216 I See footnote Common Stock 2020-05-15 4 J 0 131939 0 A 131939 I See footnote Common Stock 2020-05-19 4 J 0 131939 0 D 0 I See footnote Common Stock 967157 I See footnote Common Stock 2892681 I See footnote Common Stock 2678571 I See footnote Effective May 15, 2020, shares of Common Stock of the Issuer held by General Catalyst Group VI, L.P. or GC Group VI LP, a venture capital partnership, distributed in-kind, without consideration, a total of 2,000,000 shares of Common Stock of the Issuer to its general and limited partners. The remaining securities are held by GC Group VI LP. General Catalyst GP VI, LLC, or GP VI LLC, is the general partner of General Catalyst Partners VI, L.P., or GP VI LP, which is the general partner of GC Group VI LP. General Catalyst Group Management Holdings, L.P., or GCGMH, is the manager of General Catalyst Group Management, LLC, or GCGM, which is the manager of GP VI LLC. As the Managing Members of General Catalyst Group Management Holdings GP, LLC, or GCGMH LLC, the general partner of GCGMH, Kenneth Chenault, Joel Cutler, David Fialkow and Hemant Taneja, a director of the Issuer, share voting and investment power with respect to the shares held by GC Group VI LP. Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). Shares acquired through a distribution in-kind from GC Group VI LP by GP VI LP. As the Managing Members of GCGMH LLC, the general partner of GCGMH, Kenneth Chenault, Joel Cutler, David Fialkow and Hemant Taneja, a director of the Issuer, share voting and investment power with respect to the shares held by GP VI LP. Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). Effective May 19, 2020, GP VI LP distributed in-kind, without consideration, a total of 131,939 shares of Common Stock of the Issuer to its limited partners. The shares are held of record by General Catalyst Group VIII, L.P., or GC Group VIII LP. General Catalyst GP VIII, LLC, or GP VIII LLC, is the general partner of General Catalyst Partners VIII, L.P., or GP VIII LP, which is the general partner of GC Group VIII LP. GCGMH is the manager of GCGM, which is the manager of GP VIII LLC. As the Managing Members of GCGMH LLC, the general partner of GCGMH, Messrs. Chenault, Cutler, Fialkow and Taneja share voting and investment power with respect to the shares held by GC Group VIII LP. Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). The shares are held of record by General Catalyst Group VIII Supplemental, L.P., or GC Group VIII Supplemental. GP VIII LLC is the general partner of GP VIII LP, which is the general partner of GC Group VIII Supplemental. GCGMH is the manager of GCGM, which is the manager of GP VIII LLC. As the Managing Members of GCGMH LLC, the general partner of GCGMH, Messrs. Chenault, Cutler, Fialkow and Taneja share voting and investment power with respect to the shares held by GC Group VIII Supplemental. Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). The shares are held of record by GC Venture LH, LLC. GCGMH is the manager of GCGM, which is the manager of GC Venture LH Manager, LLC, which is the manager of GC Venture LH, LLC. As the Managing Members of GCGMH LLC, the general partner of GCGMH, Messrs. Chenault, Cutler, Fialkow and Taneja share voting and investment power with respect to the shares held by GC Venture LH, LLC. GCGM Investment Holdings, L.P. is a non managing member of GC Venture LH Manager with a pecuniary interest in the reported securities. GC Partners Holdings, L.P. is a limited partner of GCGM Investment Holdings with a pecuniary interested in the reported securities. Each of the reporting persons and entities disclaims beneficial ownership of the reported securities (except to the extent of such person's or entity's pecuniary interest in such securities). This report is one of two reports, each on a separate Form 4, but relating to the same transaction being filed by entities affiliated with General Catalyst and their applicable members. GC Venture LH Manager, LLC; By General Catalyst Group Management, LLC, its Manager; By: General Catalyst Group Management Holdings, L.P.; its Manager; By: its general partner; By: /s/ Christopher McCain, Chief Legal Officer 2020-05-19 GC Venture LH, LLC; By GC Venture LH Manager, LLC; its Manager, By General Catalyst Group Management, LLC, its Manager; By: General Catalyst Group Management Holdings, L.P.; its Manager; By: its general partner; By: Christopher McCain, CLO 2020-05-19 GCGM Investment Holdings, L.P.; By General Catalyst Group Management Holdings GP LLC, its General Partner; By /s/ Christopher McCain, Chief Legal Officer 2020-05-19 GC Partners Holding, L.P.; By General Catalyst Group Management Holdings GP LLC, its General Partner; By /s/ Christopher McCain, Chief Legal Officer 2020-05-19 /s/ Christopher McCain, attorney-in-fact for Kenneth Chenault 2020-05-19 /s/ Christopher McCain, attorney-in-fact for Joel Cutler 2020-05-19 /s/ Christopher McCain, attorney-in-fact for David Fialkow 2020-05-19