0001193805-22-001388.txt : 20221012
0001193805-22-001388.hdr.sgml : 20221012
20221012194422
ACCESSION NUMBER: 0001193805-22-001388
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220301
FILED AS OF DATE: 20221012
DATE AS OF CHANGE: 20221012
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kiper Christopher S
CENTRAL INDEX KEY: 0001432744
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD, SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Asset Management, LLC
CENTRAL INDEX KEY: 0001560207
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307780
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, L.P. I
CENTRAL INDEX KEY: 0001595909
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307779
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD.
STREET 2: SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424.253.1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD.
STREET 2: SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, L.P. II
CENTRAL INDEX KEY: 0001618783
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307778
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD.
STREET 2: SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424.253.1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD.
STREET 2: SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
FORMER NAME:
FORMER CONFORMED NAME: Legion Partners L.P. II
DATE OF NAME CHANGE: 20140905
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Special Opportunities, L.P. XVII
CENTRAL INDEX KEY: 0001871478
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307777
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, LLC
CENTRAL INDEX KEY: 0001682390
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307776
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: White Raymond T.
CENTRAL INDEX KEY: 0001682494
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307773
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD.
STREET 2: SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Holdings, LLC
CENTRAL INDEX KEY: 0001682389
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38664
FILM NUMBER: 221307775
BUSINESS ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 12121 WILSHIRE BLVD., SUITE 1240
CITY: LOS ANGELES
STATE: CA
ZIP: 90025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MOMENTIVE GLOBAL INC.
CENTRAL INDEX KEY: 0001739936
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 800765058
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE CURIOSITY WAY
CITY: SAN MATEO
STATE: CA
ZIP: 94403
BUSINESS PHONE: 650-543-8400
MAIL ADDRESS:
STREET 1: ONE CURIOSITY WAY
CITY: SAN MATEO
STATE: CA
ZIP: 94403
FORMER COMPANY:
FORMER CONFORMED NAME: SVMK Inc.
DATE OF NAME CHANGE: 20180508
3
1
e621987_3-mntv.xml
X0206
3
2022-03-01
0
0001739936
MOMENTIVE GLOBAL INC.
MNTV
0001560207
Legion Partners Asset Management, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001595909
Legion Partners, L.P. I
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001618783
Legion Partners, L.P. II
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001871478
Legion Partners Special Opportunities, L.P. XVII
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001682390
Legion Partners, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001682389
Legion Partners Holdings, LLC
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001432744
Kiper Christopher S
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
0001682494
White Raymond T.
12121 WILSHIRE BLVD.
SUITE 1240
LOS ANGELES
CA
90025
1
0
0
0
Common Stock
1349274
I
By: Legion Partners, L.P. I
Common Stock
113371
I
By: Legion Partners, L.P. II
Common Stock
93767
I
By: Legion Partners Special Opportunities, L.P. XVII
Common Stock
200
I
By: Legion Partners Holdings, LLC
Call Option (right to buy)
12.50
2022-07-15
Common Stock
514700
I
By: Legion Partners, L.P. I
Call Option (right to buy)
12.50
2022-07-15
Common Stock
40300
I
By: Legion Partners, L.P. II
Call Option (right to buy)
12.50
2022-07-15
Common Stock
34700
I
By: Legion Partners Special Opportunities, L.P. XVII
This Form 3 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. XVII ("Legion Partners Special XVII"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Christopher S. Kiper and Raymond White (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Legion Partners I directly owns these shares of common stock ("Common Stock") of Momentive Global Inc. (the "Issuer"). General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners I.
Legion Partners II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners II.
Legion Partners Special XVII directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners Special XVII, Legion Partners Asset Management is the investment advisor of Legion Partners Special XVII, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Special XVII.
Legion Partners Holdings directly owns these shares of Common Stock. As managing members of Legion Partners Holdings, Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Holdings.
These options were immediately exercisable but have since expired unexercised in accordance with their terms.
Sagar Gupta, an employee of Legion Partners Asset Management, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed a director by deputization by virtue of its or his representation on the Board of Directors of the Issuer.
Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
Legion Partners, L.P. I, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
Legion Partners, L.P. II, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
Legion Partners Special Opportunities, L.P. XVII, By: Legion Partners Asset Management, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
Legion Partners, LLC, By: Legion Partners Holdings, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
Legion Partners Holdings, LLC, By: /s/ Christopher S. Kiper, Managing Member
2022-10-12
/s/ Christopher S. Kiper
2022-10-12
/s/ Raymond White
2022-10-12