0001562180-20-002677.txt : 20200324 0001562180-20-002677.hdr.sgml : 20200324 20200324173004 ACCESSION NUMBER: 0001562180-20-002677 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200320 FILED AS OF DATE: 20200324 DATE AS OF CHANGE: 20200324 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OFARRELL JOHN CENTRAL INDEX KEY: 0001191712 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38856 FILM NUMBER: 20739358 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD #101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PagerDuty, Inc. CENTRAL INDEX KEY: 0001568100 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 272793871 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 600 TOWNSEND STREET #200 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (844) 800-3889 MAIL ADDRESS: STREET 1: 600 TOWNSEND STREET #200 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2020-03-20 false 0001568100 PagerDuty, Inc. PD 0001191712 OFARRELL JOHN C/O ANDREESSEN HOROWITZ 2865 SAND HILL ROAD, STE. 101 MENLO PARK CA 94025 true false false false Common Stock 2020-03-20 4 J false 7099425.00 0.00 D 0.00 I By Andreessen Horowitz Fund III, L.P. Common Stock 2020-03-20 4 J false 70226.00 0.00 D 0.00 I By AH Equity Partners III, L.L.C. Common Stock 2020-03-20 4 J false 10798.00 0.00 A 17957.00 I By Trust On March 20, 2020, Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P. and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities") distributed, for no consideration, 7,099,425 shares of Common Stock of the Issuer (the "Fund III Shares") to their respective limited partners and to AH Equity Partners III, L. L.C.("AH EP III"), the general partner of the AH Fund III Entities, representing each such partner's pro rata interest in such Fund III Shares. The reported securities are held of record by Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P. and Andreessen Horowitz Fund III-Q, L.P. AH EP III is the general partner of the AH Fund III Entities. The managing members of AH EP III are Marc Andreessen and Ben Horowitz. AH EP III and its managing members share voting and dispositive power with regard to the securities held by the AH Fund III Entities. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of the shares held by the AH Fund III Entities (and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares), except to the extent of its pecuniary interest, if any, in such shares by virtue of its interest in the AH Fund III Entities and/or AH EP III, as applicable. On March 20, 2020, AH EP III distributed, for no consideration, 70,226 shares of the Fund III Shares to its members, representing each such member's pro rata interest in such Fund III Shares. The managing members of AH EP III are Marc Andreessen and Ben Horowitz. AH EP III and its managing members share voting and dispositive power with regard to the securities held by the AH Fund III Entities. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of these securities, except to the extent of his 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 or for any other purpose. Represents shares received by O'Farrell Principe Living Trust ua 4-30-1999 pursuant to pro rata distributions by the AH Fund III Entities and AH EP III for no consideration, of shares of the Fund III Shares to their respective partners and such partners' members, as applicable. The shares are held of record by O'Farrell Principe Living Trust ua 4-30-1999 for which the Reporting Person is a trustee. John L. O'Farrell by /s/ Stacey A. Giamalis, Attorney-in-Fact 2020-03-24