0001209191-20-041794.txt : 20200710
0001209191-20-041794.hdr.sgml : 20200710
20200710064210
ACCESSION NUMBER: 0001209191-20-041794
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200707
FILED AS OF DATE: 20200708
DATE AS OF CHANGE: 20200710
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: 201021844
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
2020-07-07
0
0001481646
Accolade, Inc.
ACCD
0001201677
CLINE J MICHAEL
C/O ACCOLADE, INC.
1201 THIRD AVENUE, SUITE 1700
SEATTLE
WA
98101
1
0
1
0
Common Stock
2020-07-07
4
C
0
51420
A
51420
I
By Accretive Care Holding Partnership
Common Stock
2020-07-07
4
C
0
38314
A
89734
I
By Accretive Care Holding Partnership
Common Stock
2020-07-07
4
C
0
31357
A
121091
I
By Accretive Care Holding Partnership
Common Stock
2020-07-07
4
C
0
7869
A
128960
I
By Accretive Care Holding Partnership
Common Stock
2020-07-07
4
C
0
1
A
128961
I
By Accretive Care Holding Partnership
Common Stock
2020-07-07
4
C
0
426473
A
426473
I
By Accretive Coinvestment Partners, LLC
Common Stock
2020-07-07
4
C
0
360936
A
787409
I
By Accretive Coinvestment Partners, LLC
Common Stock
2020-07-07
4
C
0
273901
A
1061310
I
By Accretive Coinvestment Partners, LLC
Common Stock
2020-07-07
4
C
0
68910
A
1130220
I
By Accretive Coinvestment Partners, LLC
Common Stock
2020-07-07
4
C
0
1
A
1130221
I
By Accretive Coinvestment Partners, LLC
Common Stock
2020-07-07
4
C
0
429344
A
429344
I
By Accretive II Coinvestment, L.P.
Common Stock
2020-07-07
4
C
0
319920
A
749264
I
By Accretive II Coinvestment, L.P.
Common Stock
2020-07-07
4
C
0
261818
A
1011082
I
By Accretive II Coinvestment, L.P.
Common Stock
2020-07-07
4
C
0
65713
A
1076795
I
By Accretive II Coinvestment, L.P.
Common Stock
2020-07-07
4
C
0
1
A
1076796
I
By Accretive II Coinvestment, L.P.
Common Stock
2020-07-07
4
C
0
1313268
A
1313268
I
By Accretive II, L.P.
Common Stock
2020-07-07
4
C
0
978566
A
2291834
I
By Accretive II, L.P.
Common Stock
2020-07-07
4
C
0
800845
A
3092679
I
By Accretive II, L.P.
Common Stock
2020-07-07
4
C
0
201002
A
3293681
I
By Accretive II, L.P.
Common Stock
2020-07-07
4
C
0
2
A
3293683
I
By Accretive II, L.P.
Common Stock
2020-07-07
4
C
0
1794034
A
1794034
I
By Accretive Investors SBIC, LP
Common Stock
2020-07-07
4
C
0
1336804
A
3130838
I
By Accretive Investors SBIC, LP
Common Stock
2020-07-07
4
C
0
1094020
A
4224858
I
By Accretive Investors SBIC, LP
Common Stock
2020-07-07
4
C
0
274586
A
4499444
I
By Accretive Investors SBIC, LP
Common Stock
2020-07-07
4
C
0
3
A
4499447
I
By Accretive Investors SBIC, LP
Series A-1 Preferred Stock
2020-07-07
4
C
0
45598
0.00
D
Common Stock
51420
0
I
By Accretive Care Holding Partnership
Series A-2 Preferred Stock
2020-07-07
4
C
0
32575
0.00
D
Common Stock
38314
0
I
By Accretive Care Holding Partnership
Series B Preferred Stock
2020-07-07
4
C
0
26356
0.00
D
Common Stock
31357
0
I
By Accretive Care Holding Partnership
Series C Preferred Stock
2020-07-07
4
C
0
5146
0.00
D
Common Stock
7869
0
I
By Accretive Care Holding Partnership
Series A-1 Preferred Stock
2020-07-07
4
C
0
378186
0.00
D
Common Stock
426473
0
I
By Accretive Coinvestment Partners, LLC
Series A-2 Preferred Stock
2020-07-07
4
C
0
306871
0.00
D
Common Stock
360936
0
I
By Accretive Coinvestment Partners, LLC
Series B Preferred Stock
2020-07-07
4
C
0
230215
0.00
D
Common Stock
273901
0
I
By Accretive Coinvestment Partners, LLC
Series C Preferred Stock
2020-07-07
4
C
0
45061
0.00
D
Common Stock
68910
0
I
By Accretive Coinvestment Partners, LLC
Series A-1 Preferred Stock
2020-07-07
4
C
0
380732
0.00
D
Common Stock
429344
0
I
By Accretive II Coinvestment, L.P.
Series A-2 Preferred Stock
2020-07-07
4
C
0
271999
0.00
D
Common Stock
319920
0
I
By Accretive II Coinvestment, L.P.
Series B Preferred Stock
2020-07-07
4
C
0
220059
0.00
D
Common Stock
261818
0
I
By Accretive II Coinvestment, L.P.
Series C Preferred Stock
2020-07-07
4
C
0
42970
0.00
D
Common Stock
65713
0
I
By Accretive II Coinvestment, L.P.
Series A-1 Preferred Stock
2020-07-07
4
C
0
1164574
0.00
D
Common Stock
1313268
0
I
By Accretive II, L.P.
Series A-2 Preferred Stock
2020-07-07
4
C
0
831986
0.00
D
Common Stock
978566
0
I
By Accretive II, L.P.
Series B Preferred Stock
2020-07-07
4
C
0
673113
0.00
D
Common Stock
800845
0
I
By Accretive II, L.P.
Series C Preferred Stock
2020-07-07
4
C
0
131436
0.00
D
Common Stock
201002
0
I
By Accretive II, L.P.
Series A-1 Preferred Stock
2020-07-07
4
C
0
1590905
0.00
D
Common Stock
1794034
0
I
By Accretive Investors SBIC, LP
Series A-2 Preferred Stock
2020-07-07
4
C
0
1136563
0.00
D
Common Stock
1336804
0
I
By Accretive Investors SBIC, LP
Series B Preferred Stock
2020-07-07
4
C
0
919528
0.00
D
Common Stock
1094020
0
I
By Accretive Investors SBIC, LP
Series C Preferred Stock
2020-07-07
4
C
0
179553
0.00
D
Common Stock
274586
0
I
By Accretive Investors SBIC, LP
The Series A-1 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.127681818 basis immediately upon closing of the Issuer's initial public offering and had no expiration date.
The shares reported herein are held of record by Accretive Care Holding Partnership. Accretive II GP, LLC is the general partner of Accretive Care Holding Partnership. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Care Holding Partnership. The Reporting Person disclaims beneficial ownership of such securities.
The Series A-2 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.176181818 basis immediately upon closing of the Issuer's initial public offering and had no expiration date.
The Series B Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.18976363636364 basis immediately upon closing of the Issuer's initial public offering and had no expiration date.
The Series C Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1.52927954545455 basis immediately upon closing of the Issuer's initial public offering and had no expiration date.
Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents the aggregate total of all fractional shares that Accretive Care Holding Partnership was entitled to receive following the conversion of the Preferred Stock that it held.
The shares reported herein are held of record by Accretive Coinvestment Partners, LLC. Accretive Associates I, LLC is the managing member of Accretive Coinvestment Partners, LLC. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive Associates I, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Coinvestment Partners, LLC. The Reporting Person disclaims beneficial ownership of such securities.
Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were to be issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents that aggregate total of all fractional shares that Accretive Coinvestment Partners, LLC was entitled to receive following the conversion of the Preferred Stock that it held.
The shares reported herein are held of record by Accretive II Coinvestment, L.P. Accretive II GP, LLC is the general partner of Accretive II Coinvestment, L.P. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive II Coinvestment, L.P. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. This 1 share represents the aggregate total of all fractional shares that Accretive II Coinvestment, L.P. was entitled to receive following the conversion of the Preferred Stock that it held.
The shares reported herein are held of record by Accretive II, L.P. Accretive II GP, LLC is the general partner of Accretive II, L.P. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive II GP, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive II, L.P. The Reporting Person disclaims beneficial ownership of such securities.
Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. These 2 shares represent the aggregate total of all fractional shares that Accretive II, L.P. was entitled to receive following the conversion of the Preferred Stock that it held.
The shares reported herein are held of record by Accretive Investors SBIC, L.P. Accretive Associates SBIC, LLC is the general partner of Accretive Investors SBIC, L.P. The Reporting Person and Edgar Bronfman, Jr. are the managing members of Accretive Associates SBIC, LLC, and may be deemed to have shared voting and dispositive power with respect to the shares held by Accretive Investors SBIC, L.P. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Under the terms of the Issuer's Seventh Amended and Restated Certificate of Incorporation, no fractional shares were issued upon the conversion of any share or shares of its Preferred Stock after aggregating all shares owned thereof. These 3 shares represent the aggregate total of all fractional shares that Accretive Investors SBIC, LP was entitled to receive following the conversion of the Preferred Stock that it held.
/s/ Alan Hambelton, Attorney-in-Fact
2020-07-08