UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________
|
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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(Amendment No. 1)*
_____________________________
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LendingClub Corporation
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(Name of Issuer)
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Common Stock, $0.10 Par Value Per Share
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(Title of Class of Securities)
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52603A109
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(CUSIP Number)
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Li Han
Group General Counsel
8 Stevens Road, Singapore 257819
Telephone: (+65) 6361 0971
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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June 16, 2016
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(Date of Event which Requires Filing of this Statement)
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_____________________________
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-l(f) or 240.13d-l(g), check the following box. ¨
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* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 52603A109 |
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Tianqiao Chen
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o (b) o
|
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
The People’s Republic of China
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
57,739,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
57,739,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,739,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.13% (1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
IN
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(1)
|
Calculated based on 381,621,026 shares of Common Stock that were outstanding as of April 29, 2016 as set forth in the issuer’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2016.
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CUSIP No. 52603A109 |
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shanda Media Limited
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o (b) o
|
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o
|
||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
57,739,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
57,739,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,739,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.13% (1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
|
(1)
|
Calculated based on 381,621,026 shares of Common Stock that were outstanding as of April 29, 2016 as set forth in the issuer’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2016.
|
CUSIP No. 52603A109 |
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Premium Lead Company Limited
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o (b) o
|
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
57,739,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
57,739,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,739,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.13% (1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
|
(1)
|
Calculated based on 381,621,026 shares of Common Stock that were outstanding as of April 29, 2016 as set forth in the issuer’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2016.
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CUSIP No. 52603A109 |
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shanda Technology Overseas Capital Company Limited
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o (b) o
|
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o
|
||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
57,739,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
57,739,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,739,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.13% (1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
|
(1)
|
Calculated based on 381,621,026 shares of Common Stock that were outstanding as of April 29, 2016 as set forth in the issuer’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2016.
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CUSIP No. 52603A109 |
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Shanda Asset Management Holdings Limited
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o (b) o
|
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
57,739,270
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
57,739,270
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,739,270
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.13% (1)
|
|||
14
|
TYPE OF REPORTING PERSON (See Instructions)
CO, HC
|
(1)
|
Calculated based on 381,621,026 shares of Common Stock that were outstanding as of April 29, 2016 as set forth in the issuer’s quarterly report on Form 10-Q for the quarterly period ended March 31, 2016.
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TIANQIAO CHEN | |||
By: | /s/ Tianqiao Chen | ||
SHANDA MEDIA LIMITED | |||
By: | /s/ Tianqiao Chen | ||
Name: Tianqiao Chen | |||
Title: Director | |||
PREMIUM LEAD COMPANY LIMITED | |||
By: | /s/ Tianqiao Chen | ||
Name: Tianqiao Chen | |||
Title: Director | |||
SHANDA TECHNOLOGY OVERSEAS CAPITAL COMPANY LIMITED | |||
By: | /s/ Tianqiao Chen | ||
Name: Tianqiao Chen | |||
Title: Director | |||
SHANDA ASSET MANAGEMENT HOLDINGS LIMITED | |||
By: | /s/ Tianqiao Chen | ||
Name: Tianqiao Chen | |||
Title: Director |
Name and Citizenship
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Present Principal Occupation
|
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Director
|
||
Tianqiao Chen, PRC
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Chairman and Chief Executive Officer
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Name and Citizenship
|
Present Principal Occupation
|
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Directors
|
||
Tianqiao Chen, PRC
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Chairman and Chief Executive Officer
|
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Chrissy Qian Qian Luo, Singapore
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Vice Chairman
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Name and Citizenship
|
Present Principal Occupation
|
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Directors
|
||
Tianqiao Chen, PRC
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Chairman and Chief Executive Officer
|
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Hongji Chen, PRC
|
Retired
|
|
Zaihua Shu, PRC
|
Retired
|
|
Name and Citizenship
|
Present Principal Occupation
|
|
Directors
|
||
Tianqiao Chen, PRC
|
Chairman and Chief Executive Officer
|
|
Hongji Chen, PRC
|
Retired
|
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Zaihua Shu, PRC
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Retired
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Trade Date
|
Buy/Sell
|
Shares (1)
|
Unit Cost (2)
|
Security
|
Expiration Date
|
|||||
4/22/2016
|
Buy
|
32,400
|
7.56
|
Common Stock
|
N/A
|
|||||
4/25/2016
|
Buy
|
467,600
|
7.57
|
Common Stock
|
N/A
|
|||||
5/3/2016
|
Buy
|
223,040
|
7.05
|
Common Stock
|
N/A
|
|||||
5/4/2016
|
Buy
|
276,960
|
7.03
|
Common Stock
|
N/A
|
|||||
5/9/2016
|
Sell
|
4,000,000
|
0.35
|
Put Option
|
06/17/16
|
|||||
5/9/2016
|
Buy
|
936,329
|
5.36
|
Common Stock
|
N/A
|
|||||
5/9/2016
|
Buy
|
1,878,314
|
5.29
|
Common Stock
|
N/A
|
|||||
5/10/2016
|
Sell
|
2,000,000
|
0.81
|
Put Option
|
06/17/16
|
|||||
5/10/2016
|
Sell
|
2,500,000
|
0.25
|
Put Option
|
06/17/16
|
|||||
5/11/2016
|
Sell
|
800,000
|
0.44
|
Put Option
|
06/17/16
|
|||||
5/11/2016
|
Buy
|
8,113,900
|
0.56
|
Call Option
|
06/17/16
|
|||||
5/12/2016
|
Buy
|
3,086,000
|
0.52
|
Call Option
|
06/17/16
|
|||||
5/12/2016
|
Buy
|
4,500,000
|
1.13
|
Call Option
|
06/17/16
|
|||||
5/18/2016
|
Buy
|
5,059,700
|
3.95
|
Common Stock
|
N/A
|
|||||
5/19/2016
|
Buy
|
5,000,000
|
4.04
|
Common Stock
|
N/A
|
|||||
5/20/2016
|
Buy
|
8,333,488
|
3.93
|
Common Stock
|
N/A
|
|||||
6/14/2016
|
Buy
|
1,000,000
|
4.29
|
Common Stock
|
N/A
|
|||||
6/14/2016
|
Buy
|
1,300,000
|
0.60
|
Call Option (3)
|
06/17/16
|
|||||
6/14/2016
|
Buy
|
1,300,000
|
1.50
|
Call Option (3)
|
06/17/16
|
|||||
6/16/2016
|
Buy
|
3,391,440
|
4.75
|
Common Stock
|
N/A
|
|||||
6/17/2016
|
Buy
|
6,000,000
|
5.00
|
Common Stock (4)
|
N/A
|
|||||
6/17/2016
|
Buy
|
11,199,900
|
4.00
|
Common Stock (4)
|
N/A
|
|||||
6/17/2016
|
Buy
|
4,500,000
|
3.00
|
Common Stock (4)
|
N/A
|
|||||
6/17/2016
|
Buy
|
1,300,000
|
3.00
|
Common Stock (4)
|
N/A
|
|||||
6/17/2016
|
Buy
|
1,300,000
|
4.00
|
Common Stock (4)
|
N/A
|
(1)
|
Represents the number of shares of Common Stock purchased or sold or the number of shares of Common Stock underlying the options purchased or sold, as applicable.
|
(2)
|
Represents either the purchase or sale price for shares of Common Stock purchased or sold or the premiums paid or received for the options purchased or sold, as applicable. All unit costs include commissions paid.
|
(3)
|
Purchased over-the-counter and not on the open market.
|
(4)
|
Purchased pursuant to the exercise of options.
|