0000935836-19-000087.txt : 20190211 0000935836-19-000087.hdr.sgml : 20190211 20190211161615 ACCESSION NUMBER: 0000935836-19-000087 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190211 DATE AS OF CHANGE: 20190211 SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90467 FILM NUMBER: 19585604 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALKEON CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001230239 IRS NUMBER: 134200093 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2127166576 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G/A 1 smartsheet13gamd1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)

 

 

Smartsheet Inc.

(Name of Issuer)

 

 

Class A common stock

(Title of Class of Securities)

 

 

83200N103

(CUSIP Number)

 

 

December 31, 2018

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

[ X ]       Rule 13d-1(b)

 

[ ]       Rule 13d-1(c)

 

[ ]       Rule 13d-1(d)

 

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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 1 

CUSIP No. 83200N103

 

1.Names of Reporting Persons.

Alkeon Capital Management, LLC

 

2.Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ______

(b)      X     

 

3. SEC Use Only

 

4.Citizenship or Place of Organization Delaware

 

Number of

Shares

Beneficially

Owned by

Each Reporting

Person With:

5. Sole Voting Power 0

 

6. Shared Voting Power 1,779,096

 

7. Sole Dispositive Power 0
8. Shared Dispositive Power 1,779,096

 

9.Aggregate Amount Beneficially Owned by Each Reporting Person 1,779,096

 

10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) ______

 

11.Percent of Class Represented by Amount in Row (9) 6.2%

 

12.Type of Reporting Person (See Instructions) IA, OO

 

 2 

CUSIP No. 83200N103

 

 

1.Names of Reporting Persons.

SilverBay Capital Management LLC

 

2.Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ______

(b)      X     

 

3. SEC Use Only

 

4.Citizenship or Place of Organization Delaware

 

Number of

Shares

Beneficially

Owned by

Each Reporting

Person With:

5. Sole Voting Power 0

 

6. Shared Voting Power 688,018

 

7. Sole Dispositive Power 0
8. Shared Dispositive Power 688,018

 

9.Aggregate Amount Beneficially Owned by Each Reporting Person 688,018

 

10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) ______

 

11.Percent of Class Represented by Amount in Row (9) 2.4%

 

12.Type of Reporting Person (See Instructions) IA, OO

 

 3 

CUSIP No. 83200N103

 

1.Names of Reporting Persons.

Panayotis D. Sparaggis

 

2.Check the Appropriate Box if a Member of a Group (See Instructions)

(a) ______

(b)      X     

 

3. SEC Use Only

 

4.Citizenship or Place of Organization U.S.A.

 

Number of

Shares

Beneficially

Owned by

Each Reporting

Person With:

5. Sole Voting Power 0

 

6. Shared Voting Power 1,779,096

 

7. Sole Dispositive Power 0
8. Shared Dispositive Power 1,779,096

 

9.Aggregate Amount Beneficially Owned by Each Reporting Person 1,779,096

 

10.Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) ______

 

11.Percent of Class Represented by Amount in Row (9) 6.2%

 

12.Type of Reporting Person (See Instructions) HC, IN

 

 4 

CUSIP No. 83200N103

Item 1.

 

(a)Name of Issuer

Smartsheet Inc.

 

(b)Address of Issuer's Principal Executive Offices

10500 NE 8th Street, Suite 1300, Bellevue, WA 98004

 

Item 2.

 

(a) The names of the persons filing this statement are:

Alkeon Capital Management, LLC (“Alkeon”)

SilverBay Capital Management LLC (“SilverBay”)

Panayotis D. Sparaggis

(collectively, the “Filers”).

 

Alkeon is the investment adviser to various investment funds. Alkeon is SilverBay’s sole member. Mr. Sparaggis is the control person of Alkeon and the principal portfolio manager of the investment funds that Alkeon and SilverBay manage. All of the Filers are filing this Schedule 13G jointly, but not as members of a group, and each of them expressly disclaims membership in a group. Each Filer also disclaims beneficial ownership of the Shares except to the extent of that person's pecuniary interest therein.

 

(b)The principal business address of the Filers is

350 Madison Avenue, 20th Floor, New York, NY 10017

(c)For citizenship of Filers, see Item 4 of the cover sheet for each Filer.

 

(d)This statement reports the Filers’ beneficial ownership of the Issuer’s Class A common stock (the “Shares”).

 

(e)The CUSIP number of the Shares is: 83200N103
 5 

CUSIP No. 83200N103

Item 3.If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)[ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)[ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)[ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)[ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

[ X ]     An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E)

            (as to Alkeon and SilverBay).

 

(f)[ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F).

 

(g)

[ X ]    A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G)

           (as to Mr. Sparaggis).

 

(h)[ ] A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 

(i)[ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 

(j)[ ] A non-U.S. institution in accordance with §240.13d-1(b)(ii)(J).

 

(k)[ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution _______________________________________________________________.

 

Item 4.Ownership.

 

See Items 5-9 and 11 of the cover page for each Filer. The Shares reported as beneficially owned by Alkeon on its cover page include the Shares reported as beneficially owned by the other Filers.

 

Item 5.Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ]*.

 

* With respect to Silver Bay, which currently holds less than 5% of the Shares and will no longer file reports under section 13(d) of the Act unless it is otherwise required to do so.

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person.

 

Alkeon and SilverBay are investment advisers whose clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares. No individual client of Alkeon or SilverBay holds more than five percent of the outstanding Shares.

 

Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Not applicable.

 

Item 8.Identification and Classification of Members of the Group.

 

Not applicable.

 

Item 9.Notice of Dissolution of Group

 

Not applicable.

 

Item 10.Material to Be Filed as Exhibits

Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G.

Item 11.Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 11, 2019

 

 

ALKEON CAPITAL MANAGEMENT, LLC

 

 

By: /s/ Greg Jakubowsky

      Chief Operating Officer

 

 

 6 

CUSIP No. 83200N103

EXHIBIT A

 

AGREEMENT REGARDING JOINT FILING

OF STATEMENT ON SCHEDULE 13D OR 13G

 

The undersigned agree to file jointly with the Securities and Exchange Commission (the “SEC”) any and all statements on Schedule 13D or Schedule 13G and reports on Forms 3, 4 or 5 (and any amendments or supplements thereto) required under section 13(d) or section 16(a) of the Securities Exchange Act of 1934, as amended, in connection with purchases by the undersigned of the securities of any issuer. For that purpose, the undersigned hereby constitute and appoint Alkeon Capital Management, LLC, a Delaware limited liability company, as their true and lawful agent and attorney-in-fact, with full power and authority for and on behalf of the undersigned to prepare or cause to be prepared, sign, file with the SEC and furnish to any other person all certificates, instruments, agreements and documents necessary to comply with section 13(d) and section 16(a) of the Securities Exchange Act of 1934, as amended, in connection with said purchases, and to do and perform every act necessary and proper to be done incident to the exercise of the foregoing power, as fully as the undersigned might or could do if personally present.

 

 

Dated: February 11, 2019

 

ALKEON CAPITAL MANAGEMENT, LLC

 

 

By: /s/ Greg Jakubowsky

      Chief Operating Officer

 

SILVERBAY CAPITAL MANAGEMENT, LLC

 

 

By: /s/ Jennifer Shufro

      Managing Director

 

 

 

/s/ Panayotis D. Sparaggis