0000899243-21-029357.txt : 20210721 0000899243-21-029357.hdr.sgml : 20210721 20210721194538 ACCESSION NUMBER: 0000899243-21-029357 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210721 FILED AS OF DATE: 20210721 DATE AS OF CHANGE: 20210721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ANDERSON EDWARD T CENTRAL INDEX KEY: 0001218581 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40601 FILM NUMBER: 211105642 MAIL ADDRESS: STREET 1: 950 WINTER ST SUITE 4600 CITY: WATHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Couchbase, Inc. CENTRAL INDEX KEY: 0001845022 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 263576987 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 3250 OLCOTT STREET CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 6504177500 MAIL ADDRESS: STREET 1: 3250 OLCOTT STREET CITY: SANTA CLARA STATE: CA ZIP: 95054 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-07-21 0 0001845022 Couchbase, Inc. BASE 0001218581 ANDERSON EDWARD T 3250 OLCOTT STREET SANTA CLARA CA 95054 1 0 1 0 Common Stock 192234 I By: North Bridge Venture Partners 7, L.P. Common Stock 82378 I By: North Bridge Venture Partners VI, L.P. Series A Preferred Stock 0.00 Common Stock 643708 I By: North Bridge Venture Partners 7, L.P. Series A Preferred Stock 0.00 Common Stock 643708 I By: North Bridge Venture Partners VI, L.P. Series B Preferred Stock 0.00 Common Stock 498927 I By: North Bridge Venture Partners 7, L.P. Series B Preferred Stock 0.00 Common Stock 498927 I By: North Bridge Venture Partners VI, L.P. Series C Preferred Stock 0.00 Common Stock 317901 I By: North Bridge Venture Partners 7, L.P. Series C Preferred Stock 0.00 Common Stock 317901 I By: North Bridge Venture Partners VI, L.P. Series D Preferred Stock 0.00 Common Stock 201031 I By: North Bridge Venture Partners 7, L.P. Series D Preferred Stock 0.00 Common Stock 86156 I By: North Bridge Venture Partners VI, L.P. Series E Preferred Stock 0.00 Common Stock 98962 I By: North Bridge Venture Partners 7, L.P. Series E Preferred Stock 0.00 Common Stock 42411 I By: North Bridge Venture Partners VI, L.P. Series F Preferred Stock 0.00 Common Stock 131840 I By: North Bridge Venture Partners 7, L.P. Series F Preferred Stock 0.00 Common Stock 56502 I By: North Bridge Venture Partners VI, L.P. Series G Preferred Stock 0.00 Common Stock 509778 I By: North Bridge Venture Partners 7, L.P. Series G Preferred Stock 0.00 Common Stock 218476 I By: North Bridge Venture Partners VI, L.P. The reportable securities are owned directly by North Bridge Venture Partners 7, L.P. ("NBVP 7"). North Bridge Venture Management 7, L.P. ("NBVM 7") is the sole general partner of NBVP 7, and NBVM GP, LLC ("NBVM GP") is the sole general partner of NBVM 7. Each of the Reporting Person, a member of the Issuer's board of directors, and Richard A. D'Amore are the managers of NBVM GP (collectively, the "Managing Members") and may be deemed to have shared voting and dispositive power over the shares held by NBVP 7. Each of NBVM 7, NBVM GP and the Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. The reportable securities are owned directly by North Bridge Venture Partners VI, L.P. ("NBVP VI"). North Bridge Venture Management VI, L.P. ("NBVM VI") is the sole general partner of NBVP VI, and NBVM GP is the sole general partner of NBVM VI. The Managing Members are the managers of NBVM GP and may be deemed to have shared voting and dispositive power over the shares held by NBVP VI. Each of NBVM VI, NBVM GP and the Managing Members disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein. The Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series F Preferred Stock is convertible at any time at the holder's election and has no expiration date. Each such share of preferred stock shall be automatically converted into shares of the Issuer's Common Stock on a one-for-one basis immediately prior to the completion of the Issuer's initial public offering for no additional consideration. The Series E Preferred Stock is convertible at any time at the holder's election and has no expiration date. Each share of Series E Preferred Stock shall be automatically converted into shares of the Issuer's Common Stock on a 1.05279880234039-for-one basis immediately prior to the completion of the Issuer's initial public offering for no additional consideration. The Series G Preferred Stock is convertible at any time at the holder's election and has no expiration date. Each share of Series G Preferred Stock shall be automatically converted into shares of the Issuer's Common Stock on an expected 1.06673317089756-for-one basis immediately prior to the completion of the Issuer's initial public offering for no additional consideration and as described in Amendment No. 1 to the Issuer's Registration Statement on Form S-1 and filed with the United States Securities Commission on July 12, 2021. Exhibit 24 - Power of Attorney /s/ Margaret Chow, by Power of Attorney for Edward T. Anderson 2021-07-21 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               POWER OF ATTORNEY

      The undersigned, as a Section 16 reporting person of Couchbase, Inc. (the
"Company"), hereby constitutes and appoints Margaret Chow, Randy Li, Emily Doan,
Bill Carey, Manisha Goel, and Carolyn Belamide, as the undersigned's true and
lawful attorney-in-fact to:

      1.   complete and execute Forms 3, 4 and 5 and other forms and all
           amendments thereto as such attorney-in-fact shall in his discretion
           determine to be required or advisable pursuant to Section 16 of the
           Securities Exchange Act of 1934 (as amended) and the rules and
           regulations promulgated thereunder, or any successor laws and
           regulations, as a consequence of the undersigned's ownership,
           acquisition or disposition of securities of the Company; and

      2.   do all acts necessary in order to file such forms with the SEC, any
           securities exchange or national association, the Company and such
           other person or agency as the attorney-in-fact shall deem
           appropriate.

      The undersigned hereby ratifies and confirms all that said attorney-in-
fact and agents shall do or cause to be done by virtue hereof.  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 the Company assuming,
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

      This 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 the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorney-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 17th day of June, 2021.


                                        Signature: /s/ Edward T. Anderson

                                        Print Name: Edward T. Anderson