0001209191-16-147217.txt : 20161027 0001209191-16-147217.hdr.sgml : 20161027 20161027201253 ACCESSION NUMBER: 0001209191-16-147217 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20161027 FILED AS OF DATE: 20161027 DATE AS OF CHANGE: 20161027 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QUANTENNA COMMUNICATIONS INC CENTRAL INDEX KEY: 0001370702 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 331127317 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3450 W. WARREN DRIVE CITY: FREMONT STATE: CA ZIP: 94538-6425 BUSINESS PHONE: (510) 743-2260 MAIL ADDRESS: STREET 1: 3450 W. WARREN DRIVE CITY: FREMONT STATE: CA ZIP: 94538-6425 FORMER COMPANY: FORMER CONFORMED NAME: MYSOURCE COMMUNICATIONS INC DATE OF NAME CHANGE: 20060727 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEONE DOUGLAS M CENTRAL INDEX KEY: 0001195580 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956734 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC US GF V Holdings, Ltd. CENTRAL INDEX KEY: 0001552461 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956735 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA TECHNOLOGY PARTNERS XI CENTRAL INDEX KEY: 0001261133 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956736 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL XI PRINCIPALS FUND CENTRAL INDEX KEY: 0001261134 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956737 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC XI MANAGEMENT LLC CENTRAL INDEX KEY: 0001261135 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956739 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORITZ MICHAEL J CENTRAL INDEX KEY: 0001201045 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956733 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL XI CENTRAL INDEX KEY: 0001228834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37927 FILM NUMBER: 161956738 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508543927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-10-27 0 0001370702 QUANTENNA COMMUNICATIONS INC QTNA 0001261135 SC XI MANAGEMENT LLC 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001228834 SEQUOIA CAPITAL XI 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001261134 SEQUOIA CAPITAL XI PRINCIPALS FUND 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001261133 SEQUOIA TECHNOLOGY PARTNERS XI 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001552461 SC US GF V Holdings, Ltd. 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001195580 LEONE DOUGLAS M 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001201045 MORITZ MICHAEL J 2500 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 Series A Preferred Stock Common Stock 385357 I By Sequoia Capital XI, L.P. Series A Preferred Stock Common Stock 41923 I By Sequoia Capital XI Principals Fund, LLC Series A Preferred Stock Common Stock 12172 I By Sequoia Technology Partners XI, L.P. Series B Preferred Stock Common Stock 85753 I By Sequoia Capital XI, L.P. Series B Preferred Stock Common Stock 9329 I By Sequoia Capital XI Principals Fund, LLC Series B Preferred Stock Common Stock 2708 I By Sequoia Technology Partners XI, L.P. Series C Preferred Stock Common Stock 117366 I By Sequoia Capital XI, L.P. Series C Preferred Stock Common Stock 12768 I By Sequoia Capital XI Principals Fund, LLC Series C Preferred Stock Common Stock 3706 I By Sequoia Technology Partners XI, L.P. Series D Preferred Stock Common Stock 962995 I By Sequoia Capital XI, L.P. Series D Preferred Stock Common Stock 104766 I By Sequoia Capital XI Principals Fund, LLC Series D Preferred Stock Common Stock 30418 I By Sequoia Technology Partners XI, L.P. Series E Preferred Stock Common Stock 561493 I By Sequoia Capital XI, L.P. Series E Preferred Stock Common Stock 61086 I By Sequoia Capital XI Principals Fund, LLC Series E Preferred Stock Common Stock 17736 I By Sequoia Technology Partners XI, L.P. Series F-1 Preferred Stock Common Stock 459010 I By Sequoia Capital XI, L.P. Series F-1 Preferred Stock Common Stock 49936 I y Sequoia Capital XI Principals Fund, LLC Series F-1 Preferred Stock Common Stock 14499 I By Sequoia Technology Partners XI, L.P. Series F-1 Preferred Stock Common Stock 2583233 I By SC US GF V Holdings, LTD. The Series A Preferred Stock is convertible into Common Stock on a 1.8868501529052:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series A Preferred Stock will be converted into shares of Common Stock. SC XI Management, LLC ("SC XI Management") is the general partner of Sequoia Capital XI, L.P. ("SC XI") and Sequoia Technology Partners XI, L.P. ("STP XI"), and the managing member of Sequoia Capital XI Principals Fund, LLC ("SC XI PF"). Douglas Leone and Michael Moritz are the managing members of SC XI Management. As a result, each of Messrs. Leone and Moritz and SC XI Management may be deemed to share voting and dispositive power with respect to the shares held by SC XI, STP XI and SC XI PF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his 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 or for any other purposes. The Series B Preferred Stock is convertible into Common Stock on a 1.9332015399022:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series B Preferred Stock will be converted into shares of Common Stock. The Series C Preferred Stock is convertible into Common Stock on a 1.97882655585238:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series C Preferred Stock will be converted into shares of Common Stock. The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock. The Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series E Preferred Stock will be converted into shares of Common Stock. The Series F-1 Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series F-1 Preferred Stock will be converted into shares of Common Stock. SC US (TTGP), Ltd. ("SC US TTGP") is the general partner of SCGF V Management, L.P. ("GF V Management"), which is the general partner of each of Sequoia Capital U.S. Growth Fund V, L.P. ("SC Growth") and Sequoia Capital USGF Principals Fund V, L.P. ("SC USGF"). SC Growth and SC USGF together own 100% of the outstanding ordinary shares of SC US GF V Holdings, Ltd. ("SC Holdings"). As a result, SC US TTGP, SC Growth, SC USGF and GF V Management may be deemed to share voting and dispositive power with respect to the shares held by SC Holdings. Each of the filing persons disclaims beneficial ownership of these securities except to the extent of 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 or for any other purposes. This filing is Part 1 of 2. Exhibit 24.1 - Power of Attorney of Douglas M. Leone; Exhibit 24.2 - Power of Attorney of Michael J. Moritz /s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC 2016-10-27 /s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Capital XI, L.P. 2016-10-27 /s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the Managing Member of Sequoia Capital XI Principals Fund, LLC. 2016-10-27 /s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Technology Partners XI, L.P. 2016-10-27 /s/ Melinda Dunn, by power of attorney for Douglas M. Leone, a Director of SC US TTGP, the general partner of GF V Management, the general partner of SC Growth and SC USGF, the shareholders of SC Holdings. 2016-10-27 /s/ Melinda Dunn, by power of attorney for Douglas M. Leone 2016-10-27 /s/ Melinda Dunn, by power of attorney for Michael J. Moritz 2016-10-27 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
			LIMITED POWER OF ATTORNEY
				FOR
			SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints Melinda Dunn the undersigned's true and lawful attorney-in-fact to:

(1)	Execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director and/or stockholder of any corporation or other person in
which an investment fund affiliated with Sequoia Capital Operations, LLC makes
an investment (each, a "Company"), Forms 3, 4, and 5 and amendments thereto in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;

(2)	Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5
or amendment thereto and timely file such form with the United States Securities
and Exchange Commission (the "SEC") and any stock exchange or similar authority;
and

(3)	Take any other action of any type whatsoever which, in the opinion of such
attorney-in-fact, may be necessary or desirable in connection with the foregoing
authority, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve.

	The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever required, necessary, or
proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is any Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

	This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to any
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact. This Limited Power of Attorney may be filed
with the SEC as a confirming statement of the authority granted herein.

			[Signature Page Follows]


      IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of this 21 day of August, 2009.

/s/ Douglas Leone
Name: Douglas Leone
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
			LIMITED POWER OF ATTORNEY
				FOR
			SECTION 16(a) FILINGS

      Know all by these presents, that the undersigned hereby constitutes and
appoints Melinda Dunn the undersigned's true and lawful attorney-in-fact to:

(1)	Execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director and/or stockholder of any corporation or other person in
which an investment fund affiliated with Sequoia Capital Operations, LLC makes
an investment (each, a "Company"), Forms 3, 4, and 5 and amendments thereto in
accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;

(2)	Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5
or amendment thereto and timely file such form with the United States Securities
and Exchange Commission (the "SEC") and any stock exchange or similar authority;
and

(3)	Take any other action of any type whatsoever which, in the opinion of such
attorney-in-fact, may be necessary or desirable in connection with the foregoing
authority, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve.

	The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever required, necessary, or
proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is any Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.

	This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to any
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the foregoing attorney-in-fact. This Limited Power of Attorney may be filed
with the SEC as a confirming statement of the authority granted herein.

			[Signature Page Follows]


      IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of this 24 day of August, 2009.

/s/ Michael Moritz
Name: Michael Moritz