0000899243-21-003937.txt : 20210201 0000899243-21-003937.hdr.sgml : 20210201 20210201210011 ACCESSION NUMBER: 0000899243-21-003937 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210128 FILED AS OF DATE: 20210201 DATE AS OF CHANGE: 20210201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CLINE J MICHAEL CENTRAL INDEX KEY: 0001201677 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39348 FILM NUMBER: 21578609 MAIL ADDRESS: STREET 1: 51 MADISON AVENUE STREET 2: 31ST FL CITY: NEW YORK STATE: NY ZIP: 10010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Accolade, Inc. CENTRAL INDEX KEY: 0001481646 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 432117836 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 660 W. GERMANTOWN PIKE SUITE 500 CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462 BUSINESS PHONE: 347-574-3820 MAIL ADDRESS: STREET 1: 660 W. GERMANTOWN PIKE SUITE 500 CITY: PLYMOUTH MEETING STATE: PA ZIP: 19462 FORMER COMPANY: FORMER CONFORMED NAME: Accolade LLC DATE OF NAME CHANGE: 20100121 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-28 0 0001481646 Accolade, Inc. ACCD 0001201677 CLINE J MICHAEL 1201 THIRD AVENUE, SUITE 1700 SEATTLE WA 98101 1 0 0 1 Former 10% Owner Common Stock 2021-01-28 4 J 0 128961 D 0 I By Accretive Care Holding Partnership Common Stock 2021-01-28 4 J 0 323 A 323 I By JMC Holdings, L.P. Common Stock 2021-01-28 4 J 0 1130221 D 0 I By Accretive Coinvestment Partners, LLC Common Stock 2021-01-28 4 J 0 289746 A 290069 I By JMC Holdings, L.P. Common Stock 2021-01-28 4 J 0 1076796 D 0 I By Accretive II Coinvestment, L.P. Common Stock 2021-01-28 4 J 0 303650 A 593719 I By JMC Holdings, L.P. Common Stock 2021-01-28 4 J 0 3293683 D 0 I By Accretive II, L.P. Common Stock 2021-01-28 4 J 0 12431 A 606150 I By JMC Holdings, L.P. Common Stock 2021-01-28 4 J 0 4499447 D 0 I By Accretive Investors SBIC, L.P. Common Stock 2021-01-28 4 J 0 775105 A 1381255 I By JMC Holdings, L.P. On January 28, 2021, 128,961 shares of common stock of Accolade, Inc. ("Common Stock") held of record by Accretive Care Holding Partnership ("ACHP") were distributed to the entity's partners on a pro rata basis for no consideration. ACHP no longer holds any shares of Common Stock. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, the general partner of ACHP, and may have been deemed to have shared voting and dispositive power with respect to the shares of Common Stock previously held by ACHP. Also on January 28, 2021, Accretive II GP, LLC further distributed to its members, on a pro rata basis, for no consideration, all of the shares of Common Stock received by it in the distribution from ACHP. As part of such distribution, JMC Holdings, L.P. received 323 shares of Common Stock previously held by ACHP. The shares of Common Stock are held directly by JMC Holdings, L.P. The J. Michael Cline Revocable Trust dated December 30, 2005, a trust organized under the laws of the state of Connecticut (the "Trust"), is the general partner of JMC Holdings, L.P. The Reporting Person is the trustee of the Trust and may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by JMC Holdings, L.P. with the Trust and JMC Holdings, L.P. The Reporting Person disclaims beneficial ownership of the shares of Common Stock held by JMC Holdings, L.P. except to the extent of his pecuniary interest therein. On January 28, 2021, 1,130,221 shares of Common Stock held of record by Accretive Coinvestment Partners, LLC ("ACP") were distributed to the entity's members on a pro rata basis for no consideration. ACP no longer holds any shares of Common Stock. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive Associates I, LLC, the managing member of ACP, and may have been deemed to have shared voting and dispositive power with respect to the shares previously held by ACP. Also on January 28, 2021, Accretive Associates I, LLC and other partners of ACP further distributed to their respective members, on a pro rata basis, for no consideration, all of the shares of Common Stock received by them in the distribution from ACP. As part of such distribution, JMC Holdings, L.P. received 289,746 shares of Common Stock previously held by ACP. On January 28, 2021, 1,076,796 shares of Common Stock held of record by Accretive II Coinvestment, L.P. ("AIIC") were distributed to the entity's partners on a pro rata basis for no consideration. AIIC no longer holds any shares of Common Stock. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, the general partner of AIIC, and may have been deemed to have shared voting and dispositive power with respect to the shares of Common Stock previously held by AIIC. Also on January 28, 2021, Accretive II GP, LLC and other partners of AIIC further distributed to their respective members, on a pro rata basis, for no consideration, all of the shares of Common Stock received by them in the distribution from AIIC. As part of such distribution, JMC Holdings, L.P. received 303,650 shares of Common Stock previously held by AIIC. On January 28, 2021, 3,293,683 shares of Common Stock held of record by Accretive II, L.P. were distributed to the entity's partners on a pro rata basis for no consideration. Accretive II, L.P. no longer holds any shares of Common Stock. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, the general partner of Accretive II, L.P., and may have been deemed to have shared voting and dispositive power with respect to the shares of Common Stock previously held by Accretive II, L.P. Also on January 28, 2021, Accretive II GP, LLC further distributed to its members, on a pro rata basis, for no consideration, all of the shares of Common Stock received by it in the distribution from Accretive II, L.P. As part of such distribution, JMC Holdings, L.P. received 12,431 shares of Common Stock previously held by Accretive II, L.P. On January 28, 2021, 4,499,447 shares of Common Stock held of record by Accretive Investors SBIC, L.P. ("SBIC") were distributed to the entity's partners on a pro rata basis for no consideration. SBIC no longer holds any shares of Common Stock. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive Associates SBIC, LLC, the general partner of SBIC and may have been deemed to have shared voting and dispositive power with respect to the shares of Common Stock previously held by SBIC. Also on January 28, 2021, Accretive Associates SBIC, LLC and other partners of SBIC further distributed to their respective members, on a pro rata basis, for no consideration, all of the shares of Common Stock received by them in the distribution from SBIC. As part of such distribution, JMC Holdings, L.P. received 775,105 shares of Common Stock previously held by SBIC. /s/ J. Michael Cline 2021-02-01