0000899243-22-037080.txt : 20221128
0000899243-22-037080.hdr.sgml : 20221128
20221128163025
ACCESSION NUMBER: 0000899243-22-037080
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220921
FILED AS OF DATE: 20221128
DATE AS OF CHANGE: 20221128
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ROMULUS CAPITAL I LP
CENTRAL INDEX KEY: 0001449998
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425905
BUSINESS ADDRESS:
STREET 1: 362 MEMORIAL DRIVE
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 362 MEMORIAL DRIVE
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Romulus Capital II, L.P.
CENTRAL INDEX KEY: 0001562217
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425903
BUSINESS ADDRESS:
STREET 1: 104 HANCOCK STREET
STREET 2: #6
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: (630) 930-8828
MAIL ADDRESS:
STREET 1: 104 HANCOCK STREET
STREET 2: #6
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Romulus Capital III, L.P.
CENTRAL INDEX KEY: 0001644261
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425902
BUSINESS ADDRESS:
STREET 1: 104 HANCOCK STREET #6
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 516-603-9357
MAIL ADDRESS:
STREET 1: 104 HANCOCK STREET #6
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zaffran Special Opportunities LLC
CENTRAL INDEX KEY: 0001815142
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425900
BUSINESS ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Romulus Capital Partners II, LLC
CENTRAL INDEX KEY: 0001945146
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425906
BUSINESS ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
FORMER NAME:
FORMER CONFORMED NAME: Romulus Capital II GP, LLC
DATE OF NAME CHANGE: 20220901
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chheda Neil
CENTRAL INDEX KEY: 0001945105
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425898
MAIL ADDRESS:
STREET 1: ROMULUS CAPITAL
STREET 2: 101 ARCH STREET
CITY: BOSTON
STATE: MA
ZIP: 02110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KKG Enterprises LLC
CENTRAL INDEX KEY: 0001945117
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425899
BUSINESS ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Palatine Hill Ventures GP, LLC
CENTRAL INDEX KEY: 0001945124
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425904
BUSINESS ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Romulus ELC B3 Special Opportunity, L.P.
CENTRAL INDEX KEY: 0001945149
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39830
FILM NUMBER: 221425901
BUSINESS ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 630-930-8828
MAIL ADDRESS:
STREET 1: 307 HARVARD STREET
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Presto Automation Inc.
CENTRAL INDEX KEY: 0001822145
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1 EAST PUTNAM AVENUE, FLOOR 4
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 6464659000
MAIL ADDRESS:
STREET 1: 1 EAST PUTNAM AVENUE, FLOOR 4
CITY: GREENWICH
STATE: CT
ZIP: 06830
FORMER COMPANY:
FORMER CONFORMED NAME: Ventoux CCM Acquisition Corp.
DATE OF NAME CHANGE: 20200821
3/A
1
doc3a.xml
FORM 3/A SUBMISSION
X0206
3/A
2022-09-21
2022-10-03
0
0001822145
Presto Automation Inc.
PRST
0001945146
Romulus Capital Partners II, LLC
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001449998
ROMULUS CAPITAL I LP
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001945124
Palatine Hill Ventures GP, LLC
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001562217
Romulus Capital II, L.P.
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001644261
Romulus Capital III, L.P.
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001945149
Romulus ELC B3 Special Opportunity, L.P.
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001815142
Zaffran Special Opportunities LLC
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001945117
KKG Enterprises LLC
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
0001945105
Chheda Neil
307 HARVARD STREET
CAMBRIDGE
MA
02139
0
0
1
0
Common Stock
239399
I
By Romulus Capital I, L.P.
Common Stock
3608384
I
By Romulus Capital II, L.P.
Common Stock
8225642
I
By Romulus Capital III, L.P.
Common Stock
159209
I
By Romulus ELC B3 Special Opportunity, L.P.
Common Stock
638076
I
By Zaffran Special Opportunities LLC
Common Stock
279680
I
By KKG Enterprises LLC
Earn-Out Shares
Common Stock
70052
I
By Romulus Capital I, L.P.
Earn-Out Shares
Common Stock
1055865
I
By Romulus Capital II, L.P.
Earn-Out Shares
Common Stock
2322335
I
By Romulus Capital III, L.P.
Earn-Out Shares
Common Stock
46587
I
By Romulus ELC B3 Special Opportunity, L.P.
Earn-Out Shares
Common Stock
186710
I
By Zaffran Special Opportunities LLC
Earn-Out Shares
Common Stock
80000
I
By KKG Enterprises LLC
The shares are held directly by Romulus Capital I, L.P. ("Romulus I"). Palatine Hill Ventures GP LLC ("Palatine Hill") is the general partner of Romulus I. Neil Chheda and Krishna K. Gupta are the managing members of Palatine Hill. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
The shares are held directly by Romulus Capital II, L.P. ("Romulus II"). Romulus Capital Partners II, LLC ("Romulus II GP") is the general partner of Romulus II. Neil Chheda and Krishna K. Gupta are the managing members of Romulus II GP. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
The shares are held directly by Romulus Capital III, L.P. ("Romulus III"). Romulus II GP is the general partner of Romulus III. Neil Chheda and Krishna K. Gupta are the managing members of Romulus II GP. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
The shares are held directly by Romulus ELC B3 Special Opportunity, L.P. ("Romulus ELC"). Romulus II GP is the general partner of Romulus ELC. Neil Chheda and Krishna K. Gupta are the managing members of Romulus II GP. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
The shares are held directly by Zaffran Special Opportunities LLC ("Zaffran"). Krishna K. Gupta is the sole general partner of Zaffran. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
The shares are held directly by KKG Enterprises LLC ("KKG Enterprises"). Krishna K. Gupta is the sole managing member of KKG Enterprises. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act.
Each Earn-Out Share represents a contingent right to receive one share of the Issuer's common stock, $0.0001 par value per share (the "Common Stock"). The Earn-Out Shares shall vest and be released upon the satisfaction of certain share price vesting conditions as follows: one-half of the Earn-Out Shares will be issued if the volume weighted average price ("VWAP") of the Issuer's Common Stock equals or exceeds $12.50 over 20 trading days within any 30 trading day period on or before September 21, 2025, and one-half will be issued if the VWAP of the Issuer's Common Stock equals or exceeds $15.00 over 20 trading days within any 30 trading day period on or before September 21, 2027.
This Amendment on Form 3/A amends and restates the Form 3 originally filed by the Reporting Persons on October 3, 2022 in its entirety to correct the number of shares of Common Stock owned by each of Romulus I, Romulus II, Romulus III, Romulus ELC and Zaffran.
Romulus Capital Partners II, LLC, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Romulus Capital I, L.P., By: Palatine Hill Ventures GP LLC, General Partner, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Palatine Hill Ventures GP LLC, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Romulus Capital II, L.P., By: Romulus Capital Partners II, LLC, General Partner, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Romulus Capital III, L.P., By: Romulus Capital Partners II, LLC, General Partner, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Romulus ELC B3 Special Opportunity, L.P., By: Romulus Capital Partners II, LLC, General Partner, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
Zaffran Special Opportunities LLC, By: /s/ Krishna K. Gupta, General Partner
2022-11-28
KKG Enterprises LLC, By: /s/ Krishna K. Gupta, Managing Member
2022-11-28
/s/ Neil Chheda
2022-11-28