0001628280-21-012796.txt : 20210623 0001628280-21-012796.hdr.sgml : 20210623 20210623203745 ACCESSION NUMBER: 0001628280-21-012796 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210623 FILED AS OF DATE: 20210623 DATE AS OF CHANGE: 20210623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORGENTHALER VENTURE PARTNERS IX LP CENTRAL INDEX KEY: 0001439101 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40508 FILM NUMBER: 211040265 BUSINESS ADDRESS: STREET 1: 2710 SAND HILL ROAD STREET 2: SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-388-7600 MAIL ADDRESS: STREET 1: 2710 SAND HILL ROAD STREET 2: SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Morgenthaler Management Partners IX, LLC CENTRAL INDEX KEY: 0001666860 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40508 FILM NUMBER: 211040264 BUSINESS ADDRESS: STREET 1: 3200 ALPINE ROAD CITY: PORTOLA VALLEY STATE: CA ZIP: 94028 BUSINESS PHONE: 650-388-7600 MAIL ADDRESS: STREET 1: 3200 ALPINE ROAD CITY: PORTOLA VALLEY STATE: CA ZIP: 94028 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Doximity, Inc. CENTRAL INDEX KEY: 0001516513 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 272485512 STATE OF INCORPORATION: DE FISCAL YEAR END: 1211 BUSINESS ADDRESS: STREET 1: 500 THIRD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (650) 549-4330 MAIL ADDRESS: STREET 1: 500 THIRD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 3 1 wf-form3_162449504492350.xml FORM 3 X0206 3 2021-06-23 0 0001516513 Doximity, Inc. DOCS 0001439101 MORGENTHALER VENTURE PARTNERS IX LP 3200 ALPINE ROAD PORTOLA VALLEY CA 94028 0 0 1 0 0001666860 Morgenthaler Management Partners IX, LLC 3200 ALPINE ROAD PORTOLA VALLEY CA 94028 1 0 0 0 Series B Preferred Stock 0.0 Class B Common Stock 15410874.0 D Series C Preferred Stock 0.0 Class B Common Stock 1659476.0 D Each share of Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") shall automatically convert into one share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), on a one-for-one basis, immediately prior to the closing of the Issuer's initial public offering ("IPO"). The shares of Preferred Stock have no expiration date. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at any time at the option of the holder. 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, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the IPO; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. These shares are directly held by Morgenthaler Venture Partners IX, L.P. ("Morgenthaler"). Morgenthaler Management Partners IX, LLC ("MMP IX") is the sole general partner of Morgenthaler. MMP IX may be deemed to indirectly beneficially own the shares held by Morgenthaler, and MMP IX disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein. MORGENTHALER VENTURE PARTNERS IX, L.P. By: Morgenthaler Management Partners IX, LLC, its General Partner By: /s/ Rebecca Lynn, Member 2021-06-23 MORGENTHALER MANAGEMENT PARTNERS IX, LLC By: /s/ Rebecca Lynn, Member 2021-06-23