0000899243-19-020320.txt : 20190724 0000899243-19-020320.hdr.sgml : 20190724 20190724211617 ACCESSION NUMBER: 0000899243-19-020320 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190724 FILED AS OF DATE: 20190724 DATE AS OF CHANGE: 20190724 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: 001-38993 FILM NUMBER: 19972258 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: SCGF V Management, L.P. CENTRAL INDEX KEY: 0001552459 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972259 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: SCGF IV MANAGEMENT LP CENTRAL INDEX KEY: 0001447940 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972260 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 U.S. GROWTH FUND V, L.P. CENTRAL INDEX KEY: 0001528109 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972261 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 USGF PRINCIPALS FUND V, L.P. CENTRAL INDEX KEY: 0001528063 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972262 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: SC US GF V Holdings, Ltd. CENTRAL INDEX KEY: 0001552461 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972263 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 US GROWTH FUND IV LP CENTRAL INDEX KEY: 0001444121 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972264 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 USGF PRINCIPALS FUND IV LP CENTRAL INDEX KEY: 0001460980 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38993 FILM NUMBER: 19972265 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 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Health Catalyst, Inc. CENTRAL INDEX KEY: 0001636422 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 453337483 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3165 E. MILLROCK, SUITE 400 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 801-708-6800 MAIL ADDRESS: STREET 1: 3165 E. MILLROCK, SUITE 400 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 FORMER COMPANY: FORMER CONFORMED NAME: HQC Holdings, Inc. DATE OF NAME CHANGE: 20150312 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-07-24 0 0001636422 Health Catalyst, Inc. HCAT 0001607841 SC US (TTGP), LTD. 2800 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001552459 SCGF V Management, L.P. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001447940 SCGF IV MANAGEMENT LP 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001528109 SEQUOIA CAPITAL U.S. GROWTH FUND V, L.P. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001528063 SEQUOIA CAPITAL USGF PRINCIPALS FUND V, L.P. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001552461 SC US GF V Holdings, Ltd. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001444121 SEQUOIA CAPITAL US GROWTH FUND IV LP 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001460980 SEQUOIA CAPITAL USGF PRINCIPALS FUND IV LP 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 Series A Preferred Stock Common Stock 3436107 I Sequoia Capital U.S. Growth Fund IV, L.P. Series A Preferred Stock Common Stock 151392 I Sequoia Capital USGF Principals Fund IV, L.P. Series B Preferred Stock Common Stock 731890 I Sequoia Capital U.S. Growth Fund IV, L.P. Series B Preferred Stock Common Stock 32246 I Sequoia Capital USGF Principals Fund IV, L.P. Series C Preferred Stock Common Stock 1474068 I SC US GF V Holdings, Ltd. Series D Preferred Stock Common Stock 176222 I Sequoia Capital U.S. Growth Fund IV, L.P. Series D Preferred Stock Common Stock 59693 I Sequoia Capital U.S. Growth Fund V, L.P. Series E Preferred Stock Common Stock 60463 I Sequoia Capital U.S. Growth Fund IV, L.P. Series E Preferred Stock Common Stock 20381 I Sequoia Capital U.S. Growth Fund V, L.P. Series F Preferred Stock Common Stock 26831 I Sequoia Capital U.S. Growth Fund IV, L.P. Series F Preferred Stock Common Stock 9088 I Sequoia Capital U.S. Growth Fund V, L.P. Each share of Series A Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series A Preferred Stock has no expiration date. SC US (TTGP), Ltd. is the general partner of SCGF IV Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund IV, LP and Sequoia Capital USGF Principals Fund IV, LP (collectively, the "SC USGF IV Funds"). As a result, SC US (TTGP), Ltd. and SCGF IV Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC USGF IV Funds. Each of SC US (TTGP), Ltd. and SCGF IV Management, L.P. disclaims beneficial ownership of the shares held by the SC USGF IV Funds, 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. Each share of Series B Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series B Preferred Stock has no expiration date. Each share of Series C Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series C Preferred Stock has no expiration date. SC US (TTGP), Ltd. is the general partner of SCGF V Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund V, LP ("SC USGF V") and Sequoia Capital USGF Principals Fund V, L.P. (together, the "SC USGF V Funds"), which together own 100% of the outstanding shares of SC US GF V Holdings, Ltd ("SC USGF V Holdco"). As a result, SC US (TTGP), Ltd. and SCGF V Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC USGF V Funds and SC USGF V Holdco. Each of SC US (TTGP), Ltd. and SCGF V Management, L.P. disclaims beneficial ownership of the shares held by the SC USGF V Funds, 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. Each share of Series D Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series D Preferred Stock has no expiration date. Each share of Series E Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series E Preferred Stock has no expiration date. Each share of Series F Preferred Stock is convertible on a one-for-one basis into the number of shares of the Issuer's common stock shown in column 3 at any time at the holder's election and automatically upon the closing of the Issuer's initial public offering. The Series F Preferred Stock has no expiration date. Exhibit 24 - Power of Attorney /s/ Jung Yeon Son, by Power of Attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., General Partner of SCGF V Management, L.P., General Partner of Sequoia Capital U.S. Growth Fund V, L.P. and Sequoia Capital USGF Principals Fund V, L.P., which together own 100% of SC US GF V Holdings, Ltd. /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd. 2019-07-24 /s/ Jung Yeon Son, by Power of Attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., General Partner of SCGF V Management, L.P. 2019-07-24 /s/ Jung Yeon Son, by Power of Attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., General Partner of SCGF IV Management, L.P. 2019-07-24 /s/ Jung Yeon Son, by Power of Attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., General Partner of SCGF V Management, L.P., General Partner of each of Sequoia Capital U.S. Growth Fund V, L.P. and Sequoia Capital USGF Principals Fund V, L.P. 2019-07-24 See Remarks 2019-07-24 /s/ Jung Yeon Son, by Power of Attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., General Partner of SCGF IV Management, L.P., General Partner of Sequoia Capital U.S. Growth Fund IV, LP. and Sequoia Capital USGF Principals Fund IV, LP. 2019-07-24 EX-24 2 attachment1.htm EX-24 DOCUMENT

                           LIMITED POWER OF ATTORNEY
                          FOR CERTAIN FILINGS WITH THE
                       SECURITIES AND EXCHANGE COMMISSION

     Know all by these presents that the undersigned hereby constitutes and
appoints each of Chris Cooper, Marie Klemchuk and Jung Yeon Son the
undersigned's true and lawful attorney-in-fact to:

     1. Execute for and on behalf of the undersigned, in the undersigned's
        capacity as an officer, director and/or stockholder of any entity
        affiliated with Sequoia Capital Operations, LLC or any corporation or
        other person in which an investment fund affiliated with Sequoia Capital
        Operations, LLC makes an investment (each, a "Company"), Forms 3, 4, and
        5 and amendments thereto in accordance with Section 16(a) of the
        Securities Exchange Act of 1934, as amended (the "1934 Act"), and the
        rules thereunder, as well as any reports on Schedules 13D or 13G or
        Forms 13F or 13H and amendments thereto in each case in accordance with
        Section 13 of the 1934 Act and the rules thereunder or any Forms 144 in
        accordance with Rule 144 under the Securities Act of 1933, as amended
        (the "1933 Act");

     2. Do and perform any and all acts for and on behalf of the undersigned
        which may be necessary or desirable to complete and execute any such
        Form 3, 4, or 5, Schedule 13D, Schedule 13G, Form 13F, Form 13H or Form
        144 or amendment thereto and timely file such form with the United
        States Securities and Exchange Commission (the "SEC") and any stock
        exchange or similar authority; and

     3. Take any other action of any type whatsoever which, in the opinion
        of such attorney-in-fact, may be necessary or desirable in connection
        with the foregoing authority, it being understood that the documents
        executed by such attorney-in-fact on behalf of the undersigned pursuant
        to this Limited Power of Attorney shall be in such form and shall
        contain such terms and conditions as such attorney-in-fact may approve.

     The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever required,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that each such attorney-in-fact, or any such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted.  The undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of the undersigned, are not
assuming, nor is any Company assuming, any of the undersigned's responsibilities
to comply with Section 13 or Section 16 of the 1934 Act or Rule 144 under the
1933 Act.

     This Limited Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.  This Limited Power of Attorney may be filed with the SEC as
a confirming statement of the authority granted herein.

                            [Signature Page Follows]



     IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of April 24, 2017.


                                                   By: /s/ Douglas Leone
                                                      --------------------
                                                       Douglas Leone