SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Madrona Investment Partners III

(Last)

(First)

(Middle)

C/O MADRONA VENTURE GROUP

999 THIRD AVE., 34TH FLOOR

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/27/2017

3. Issuer Name and Ticker or Trading Symbol
Redfin Corp [ RDFN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
No securities beneficially held	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	1,355,350	⁽¹⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series A-3 Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	2,739,483	⁽³⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	1,184,724	⁽⁴⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series C Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	1,497,804	⁽⁵⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series D Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	411,932	⁽⁶⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series E Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	392,965	⁽⁷⁾	I	By Madrona Venture Fund III, L.P.⁽²⁾
Series A-1 Preferred Stock	⁽¹⁾	⁽¹⁾	Common Stock	104,077	⁽¹⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾
Series A-3 Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	210,372	⁽³⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾
Series B Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	47,326	⁽⁴⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾
Series C Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	59,835	⁽⁵⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾
Series D Preferred Stock	⁽⁶⁾	⁽⁶⁾	Common Stock	16,456	⁽⁶⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾
Series E Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	15,698	⁽⁷⁾	I	By Madrona Venture Fund III-A, L.P.⁽⁸⁾

1. Name and Address of Reporting Person^*

Madrona Investment Partners III

(Last)

(First)

(Middle)

C/O MADRONA VENTURE GROUP

999 THIRD AVE., 34TH FLOOR

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Madrona Venture Fund III L P

(Last)

(First)

(Middle)

C/O MADRONA VENTURE GROUP

999 THIRD AVE., 34TH FLOOR

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Madrona Venture Fund III-A LP

(Last)

(First)

(Middle)

C/O MADRONA VENTURE GROUP

999 THIRD AVE., 34TH FLOOR

(Street)

SEATTLE

98104

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each share of the issuer's Series A-1 Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering ("IPO") and has no expiration date.

2. These securities are held of record by Madrona Venture Fund III, L.P. ("Madrona Fund III"). Madrona Investment Partners III, L.P. ("Madrona Partners III") is the general partner of Madrona Fund III, and Madrona III General Partner, LLC ("Madrona III LLC") is the general partner of Madrona Partners III. Paul Goodrich, a member of the issuer's board of directors, together with Tom Alberg, Scott Jacobson, Len Jordon, Matthew McIlwain and Tim Porter, are the managing members of Madrona III LLC, and each may be deemed to share voting and investment power over the securities held by Madrona Fund III. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his 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.

3. Each share of the issuer's Series A-3 Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

4. Each share of the issuer's Series B Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

5. Each share of the issuer's Series C Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

6. Each share of the issuer's Series D Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

7. Each share of the issuer's Series E Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

8. These securities are held of record by Madrona Venture Fund III-A, L.P. ("Madrona Fund III-A"). Madrona Partners III is the general partner of Madrona Fund III-A, and Madrona III LLC is the general partner of Madrona Partners III. Paul Goodrich, a member of the issuer's board of directors, together with Tom Alberg, Scott Jacobson, Len Jordon, Matthew McIlwain and Tim Porter are the managing members of Madrona III LLC, and each may be deemed to share voting and investment power over the securities held by Madrona Fund III-A. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his 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.

Remarks:

	/s/ Troy Cichos, Authorized Signatory of Madrona III General Partner, LLC, general partner of Madrona Investment Partners III, L.P., which is the general partner of each of Madrona Venture Fund III, L.P. and Madrona Venture Fund III-A, L.P.	07/27/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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