0000899243-20-025234.txt : 20200915
0000899243-20-025234.hdr.sgml : 20200915
20200915215914
ACCESSION NUMBER: 0000899243-20-025234
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200915
FILED AS OF DATE: 20200915
DATE AS OF CHANGE: 20200915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SC US (TTGP), LTD.
CENTRAL INDEX KEY: 0001607841
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201177330
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL RD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-3927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL RD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.
CENTRAL INDEX KEY: 0001740907
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201177331
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-3927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCGGF III - Endurance Partners Management, L.P.
CENTRAL INDEX KEY: 0001767303
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201177332
BUSINESS ADDRESS:
STREET 1: C/O SEQUOIA CAPITAL
STREET 2: 2800 SAND HILL ROAD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6508543927
MAIL ADDRESS:
STREET 1: C/O SEQUOIA CAPITAL
STREET 2: 2800 SAND HILL ROAD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCGF III MANAGEMENT LLC
CENTRAL INDEX KEY: 0001367787
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201177333
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL RD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-3927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL RD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SEQUOIA CAPITAL CHINA GROWTH FUND III, L.P.
CENTRAL INDEX KEY: 0001598530
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201177334
BUSINESS ADDRESS:
STREET 1: SUITE 3613, 36/F, TWO PACIFIC PLACE
STREET 2: 88 QUEENSWAY ROAD
CITY: N/A
STATE: K3
ZIP: NA
BUSINESS PHONE: 650-854-3927
MAIL ADDRESS:
STREET 1: SUITE 3613, 36/F, TWO PACIFIC PLACE
STREET 2: 88 QUEENSWAY ROAD
CITY: N/A
STATE: K3
ZIP: NA
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Snowflake Inc.
CENTRAL INDEX KEY: 0001640147
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 460636374
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
BUSINESS PHONE: 844-766-9355
MAIL ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
FORMER COMPANY:
FORMER CONFORMED NAME: Snowflake Computing, Inc.
DATE OF NAME CHANGE: 20150421
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2020-09-15
0
0001640147
Snowflake Inc.
SNOW
0001607841
SC US (TTGP), LTD.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001740907
Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
94025
0
0
1
0
0001767303
SCGGF III - Endurance Partners Management, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001367787
SCGF III MANAGEMENT LLC
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001598530
SEQUOIA CAPITAL CHINA GROWTH FUND III, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
Series E Preferred Stock
Class B Common Stock
6291460
I
Sequoia Capital U.S. Growth Fund VII, L.P.
Series E Preferred Stock
Class B Common Stock
409424
I
Sequoia Capital U.S. Growth VII Principals Fund, L.P.
Series F Preferred Stock
Class B Common Stock
10213048
I
Sequoia Capital Global Growth Fund III - Endurance Partners, L.P.
Series F Preferred Stock
Class B Common Stock
3154816
I
Sequoia Capital Growth Fund III, L.P.
Series G-1 Preferred Stock
Class B Common Stock
544464
I
Sequoia Capital U.S. Growth Fund VI, L.P.
Series G-1 Preferred Stock
Class B Common Stock
5944
I
Sequoia Capital U.S. Growth VI Principals Fund, L.P.
Each share of Preferred Stock automatically converts on a one-for-one basis into Class B Common Stock at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Preferred Stock has no expiration date. Following the closing of the Issuer's initial public offering (IPO), each share of Class B Common Stock will be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date. After the closing of the Issuer's IPO, on any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; (2) the death of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the first trading day falling nine months after the date on which the outstanding shares of Class B Common Stock represent less than 10% of the then outstanding Class A and Class B Common Stock; (b) the seventh anniversary of the effectiveness of the registration statement in connection with the Issuer's IPO; or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.
SC US (TTGP), Ltd. is (i) the general partner of SCGGF III - Endurance Partners Management, L.P., which is the general partner of Sequoia Capital Global Growth Fund III - Endurance Partners, L.P. (GGF III); (ii) the general partner of SC U.S. Growth VI Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VI, L.P. and Sequoia Capital U.S. Growth VI Principals Fund, L.P. (collectively, the GFVI Funds); and (iii) the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VII, L.P. and Sequoia Capital U.S. Growth VII Principals Fund, L.P. (collectively, the GFVII Funds). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by GGF III, the GFVI Funds, and the GFVII Funds. SCGF III Management, LLC is a general partner of Sequoia Capital Growth Fund III, L.P., and, as a result,
(Continued from Footnote 3) SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Fund III, L.P. The directors and stockholders of SC US (TTGP), Ltd. who exercise voting and investment discretion with respect to GGF III are Douglas Leone and Roelof Botha. By virtue of the relationships described in this paragraph, Douglas Leone and Roelof Botha may be deemed to share voting and dispositive power with respect to the shares held by GGF III. Each of Douglas Leone, Roelof Botha, SC US (TTGP), Ltd., SCGGF III - Endurance Partners Management, L.P., SC U.S. Growth VI Management, L.P. and SC U.S. Growth VII Management, L.P. disclaims beneficial ownership of the shares held by GGF III, the GFVI Funds and GFVII Funds,
(Continued from Footnote 4) as applicable, except to the extent of his or its 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. SCGF III Management, LLC disclaims beneficial ownership of the shares held by Sequoia Capital Growth Fund III, L.P., except to the extent of its 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.
Filing 2 of 3.
Due to the limitations of the electronic filing system SC U.S. Growth VII Management, L.P., Sequoia Capital U.S. Growth Fund VII, L.P., Sequoia Capital U.S. Growth VII Principals Fund, L.P., SC U.S. Growth VI Management, L.P., Sequoia Capital U.S. Growth Fund VI, L.P., Sequoia Capital U.S. Growth VI Principals Fund, L.P., Roelof Botha and Douglas Leone are filing a separate Form 3.
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd.
2020-09-15
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGGF III - Endurance Partners Management, L.P.
2020-09-15
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGGF III - Endurance Partners Management, L.P., the General Partner of Sequoia Capital Global Growth Fund III - Endurance Partners, L.
2020-09-15
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SCGF III Management, LLC
2020-09-15
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SCGF III Management, LLC, the General Partner of Sequoia Capital Growth Fund III, L.P.
2020-09-15