0001685189-19-000004.txt : 20190325 0001685189-19-000004.hdr.sgml : 20190325 20190325202140 ACCESSION NUMBER: 0001685189-19-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190321 FILED AS OF DATE: 20190325 DATE AS OF CHANGE: 20190325 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Madrona Venture Fund IV-A, LP CENTRAL INDEX KEY: 0001635160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 19703867 BUSINESS ADDRESS: STREET 1: 999 THIRD AVE STREET 2: SUITE 3400 CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 2066743000 MAIL ADDRESS: STREET 1: 999 THIRD AVE STREET 2: SUITE 3400 CITY: SEATTLE STATE: WA ZIP: 98104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Madrona Venture Fund IV, LP CENTRAL INDEX KEY: 0001635209 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 19703868 BUSINESS ADDRESS: STREET 1: 999 THIRD AVE STREET 2: SUITE 3400 CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 2066743000 MAIL ADDRESS: STREET 1: 999 THIRD AVE STREET 2: SUITE 3400 CITY: SEATTLE STATE: WA ZIP: 98104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Madrona Venture Fund III-A LP CENTRAL INDEX KEY: 0001333235 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 19703869 BUSINESS ADDRESS: STREET 1: 1000 SECOND AVE STREET 2: SUITE 3700 CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 2066743000 MAIL ADDRESS: STREET 1: 1000 SECOND AVE STREET 2: SUITE 3700 CITY: SEATTLE STATE: WA ZIP: 98104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Madrona Venture Fund III L P CENTRAL INDEX KEY: 0001333247 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 19703870 BUSINESS ADDRESS: STREET 1: 1000 SECOND AVE STREET 2: SUITE 3700 CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 2066743000 MAIL ADDRESS: STREET 1: 1000 SECOND AVE STREET 2: SUITE 3700 CITY: SEATTLE STATE: WA ZIP: 98104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Madrona Investment Partners III CENTRAL INDEX KEY: 0001685189 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38464 FILM NUMBER: 19703871 BUSINESS ADDRESS: STREET 1: 999 THIRD AVE STREET 2: 34TH FLOOR CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 206-674-6329 MAIL ADDRESS: STREET 1: 999 THIRD AVE STREET 2: 34TH FLOOR CITY: SEATTLE STATE: WA ZIP: 98104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SMARTSHEET INC CENTRAL INDEX KEY: 0001366561 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 202954357 STATE OF INCORPORATION: WA FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 10500 NE 8TH STREET STREET 2: SUITE 1300 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 855-420-2395 MAIL ADDRESS: STREET 1: 10500 NE 8TH STREET STREET 2: SUITE 1300 CITY: BELLEVUE STATE: WA ZIP: 98004 FORMER COMPANY: FORMER CONFORMED NAME: SMARTSHEET.COM INC DATE OF NAME CHANGE: 20060619 4 1 wf-form4_155355966320202.xml FORM 4 X0306 4 2019-03-21 0 0001366561 SMARTSHEET INC SMAR 0001685189 Madrona Investment Partners III C/O MADRONA VENTURE GROUP 999 THIRD AVE., 34TH FLOOR SEATTLE WA 98104 0 0 1 0 0001333247 Madrona Venture Fund III L P C/O MADRONA VENTURE GROUP 999 THIRD AVE., 34TH FLOOR SEATTLE WA 98104 0 0 1 0 0001333235 Madrona Venture Fund III-A LP C/O MADRONA VENTURE GROUP 999 THIRD AVE., 34TH FLOOR SEATTLE WA 98104 0 0 1 0 0001635209 Madrona Venture Fund IV, LP C/O MADRONA VENTURE GROUP 999 THIRD AVE., 34TH FLOOR SEATTLE WA 98104 0 0 1 0 0001635160 Madrona Venture Fund IV-A, LP C/O MADRONA VENTURE GROUP 999 THIRD AVE., 34TH FLOOR SEATTLE WA 98104 0 0 1 0 Class A Common Stock 2019-03-21 4 C 0 5978560 0 A 5978560 I By Madrona Venture Fund III, L.P. Class A Common Stock 2019-03-21 4 J 0 5978560 0 D 0 I By Madrona Venture Fund III, L.P. Class A Common Stock 2019-03-21 4 C 0 238836 0 A 238836 I By Madrona Venture Fund III-A, L.P. Class A Common Stock 2019-03-21 4 J 0 238836 0 D 0 I By Madrona Venture Fund III-A, L.P. Class A Common Stock 2019-03-21 4 C 0 1250728 0 A 1250728 I By Madrona Venture Fund IV, L.P. Class A Common Stock 2019-03-21 4 J 0 1250728 0 D 0 I By Madrona Venture Fund IV, L.P. Class A Common Stock 2019-03-21 4 C 0 31876 0 A 31876 I By Madrona Venture Fund IV-A, L.P. Class A Common Stock 2019-03-21 4 J 0 31876 0 D 0 I By Madrona Venture Fund IV-A, L.P. Class B Common Stock 2019-03-21 4 C 0 5978560 0 D Class A Common Stock 5978560.0 10257237 I By Madrona Venture Fund III, L.P. Class B Common Stock 2019-03-21 4 C 0 238836 0 D Class A Common Stock 238836.0 409756 I By Madrona Venture Fund III-A,L.P. Class B Common Stock 2019-03-21 4 C 0 1250728 0 D Class A Common Stock 1250728.0 2145836 I By Madrona Venture Fund IV, L.P. Class B Common Stock 2019-03-21 4 C 0 31876 0 D Class A Common Stock 31876.0 54687 I By Madrona Venture Fund IV-A, L.P. Represents the number of shares that were acquired upon conversion of Class B Common Stock to Class A Common Stock. These securities are held of record by Madrona Venture Fund III, L.P. ("Madrona III") and Madrona Venture Fund III-A, L.P. ("Madrona III-A"), as applicable. Madrona Investment Partners III, L.P. ("Madrona Partners III") is the general partner of Madrona III and Madrona III-A, and Madrona III General Partner, LLC ("Madrona III LLC") is the general partner of Madrona Partners III. Matthew McIlwain, a member of the issuer's board of directors, together with Tom Alberg, Paul Goodrich, Scott Jacobson, Len Jordon, 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 III and Madrona III-A. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the securities' inclusion herein shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purposes. The shares reported on this form represent pro rata distributions, and not sales, of securities by the reporting holder to its partners or members of the funds for which it acts as nominee without consideration. These securities are held of record by Madrona Venture Fund IV, L.P. ("Madrona IV") and Madrona Venture Fund IV-A, L.P. ("Madrona IV-A"), as applicable. Madrona Investment Partners IV, L.P.("Madrona Partners IV") is the general partner of Madrona IV and Madrona IV-A, and Madrona IV General Partner, LLC ("Madrona IV LLC") is the general partner of Madrona Partners IV. Matthew McIlwain, a member of the issuer's board of directors, together with Tom Alberg, Paul Goodrich, Scott Jacobson, Len Jordon, and Tim Porter, are the managing members of Madrona IV LLC, and each may be deemed to share voting and investment power over the securities held by Madrona Fund IV and Madrona Fund IV-A. Each of such individuals disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the securities' inclusion herein shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purposes. The Class B Common Stock is convertible into the issuer's Class A Common Stock on a 1-for-1 basis (a) at the option of the holder or (b) automatically upon (i) any transfer, except for certain permitted transfers, or (ii) the date that is the earliest of (x) the date specified by a vote of the holders of not less than a majority of the outstanding shares of Class B Common Stock, (y) April 26, 2025 and (z) the date that the total number of shares of outstanding Class B Common Stock ceases to represent at least 15% of all outstanding shares of the issuer's common stock, and has no expiration date. /s/ Troy Cichos Authorized Signatory on behalf of the Reporting Persons 2019-03-25