0001193125-24-064841.txt : 20240311 0001193125-24-064841.hdr.sgml : 20240311 20240311162549 ACCESSION NUMBER: 0001193125-24-064841 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240311 DATE AS OF CHANGE: 20240311 GROUP MEMBERS: ABDIEL CAPITAL ADVISORS, LP GROUP MEMBERS: ABDIEL CAPITAL MANAGEMENT, LLC GROUP MEMBERS: ABDIEL CAPITAL, LP GROUP MEMBERS: COLIN T. MORAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Cricut, Inc. CENTRAL INDEX KEY: 0001828962 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] ORGANIZATION NAME: 06 Technology IRS NUMBER: 870282025 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92454 FILM NUMBER: 24738391 BUSINESS ADDRESS: STREET 1: 10855 SOUTH RIVER FRONT PARKWAY CITY: SOUTH JORDAN STATE: UT ZIP: 84095 BUSINESS PHONE: 877-727-4288 MAIL ADDRESS: STREET 1: 10855 SOUTH RIVER FRONT PARKWAY CITY: SOUTH JORDAN STATE: UT ZIP: 84095 FORMER COMPANY: FORMER CONFORMED NAME: Cricut Inc DATE OF NAME CHANGE: 20201019 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Abdiel Qualified Master Fund LP CENTRAL INDEX KEY: 0001508239 ORGANIZATION NAME: IRS NUMBER: 208096029 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 90 PARK AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 646-496-9351 MAIL ADDRESS: STREET 1: 90 PARK AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 SC 13G/A 1 d807380dsc13ga.htm SC 13G/A SC 13G/A

CUSIP No. 22658D100

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Cricut, Inc.

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

22658D100

(CUSIP Number)

March 7, 2024

Date of Event Which Requires Filing of this Statement

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐

Rule 13d-1(b)

 

☒

Rule 13d-1(c)

 

☐

Rule 13d-1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 22658D100

 

 1   

 Name of Reporting Person:

 

 Abdiel Qualified Master Fund, LP

 

 I.R.S. Identification No. of above Person (entities only) (voluntary)

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 Citizenship or Place of Organization

 

 Cayman Islands

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 0

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 0

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED

 

 0

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 0

12  

 TYPE OF REPORTING PERSON

 

 PN

 

2

CUSIP No. 22658D100

 

 1   

 Names of Reporting Person:

 

 Abdiel Capital, LP

 

 I.R.S. Identification No. of above Person (entities only) (voluntary)

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 Citizenship or Place of Organization

 

 Delaware

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 0

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 0

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED

 

 0

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 0

12  

 TYPE OF REPORTING PERSON

 

 PN

 

3

CUSIP No. 22658D100

 

 1   

 Names of Reporting Person:

 

 Abdiel Capital Management, LLC

 

 I.R.S. Identification No. of above Person (entities only) (voluntary)

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 Citizenship or Place of Organization

 

 Delaware

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 0

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 0

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED

 

 0

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 0

12  

 TYPE OF REPORTING PERSON

 

 OO

 

4

CUSIP No. 22658D100

 

 1   

 Names of Reporting Person:

 

 Abdiel Capital Advisors, LP

 

 I.R.S. Identification No. of above Person (entities only) (voluntary)

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 Citizenship or Place of Organization

 

 Delaware

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 0

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 0

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED

 

 0

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 0

12  

 TYPE OF REPORTING PERSON

 

 PN, IA

 

5

CUSIP No. 22658D100

 

 1   

 Names of Reporting Person:

 

 Colin T. Moran

 

 I.R.S. Identification No. of above Person (entities only) (voluntary)

 2  

 Check the Appropriate Box if a Member of a Group

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 Citizenship or Place of Organization

 

 United States

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 0

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 0

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED

 

 0

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 0

12  

 TYPE OF REPORTING PERSON

 

 IN

 

6

CUSIP No. 22658D100

 

AMENDMENT NO. 2 TO SCHEDULE 13G (FINAL AMENDMENT)

Reference is hereby made to the statement on Schedule 13G filed with the Securities and Exchange Commission by the Reporting Persons with respect to the Class A Common Stock of the Issuer on December 19, 2023 and Amendment No. 1 thereto filed on January 16, 2024 (as so amended, the “Schedule 13G”). Terms defined in the Schedule 13G are used herein as so defined.

The following Items of the Schedule 13G are hereby amended and restated as follows:

Item 4. Ownership

(a) through (c):

The information requested in these paragraphs is incorporated by reference to the cover pages to this Amendment No. 2 to Schedule 13G.

Abdiel Capital Management, LLC and Abdiel Capital Advisors, LP serve as the general partner and the investment manager, respectively, of Abdiel Qualified Master Fund, LP and Abdiel Capital, LP. Colin T. Moran serves as managing member of Abdiel Capital Management, LLC and Abdiel Capital Partners, LLC, which serves as the general partner of Abdiel Capital Advisors, LP. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest therein.

Item 4. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that the Reporting Persons have ceased to be the beneficial owners of more than five percent of the Class A Common Stock, check the following: ☒

 

7

CUSIP No. 22658D100

 

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: March 11, 2024

 

ABDIEL QUALIFIED MASTER FUND, LP
By:   Abdiel Capital Management, LLC,
  its General Partner
By:  

/s/ Colin T. Moran

  Colin T. Moran, Managing Member
ABDIEL CAPITAL, LP
By:   Abdiel Capital Management, LLC,
  its General Partner
By:  

/s/ Colin T. Moran

  Colin T. Moran, Managing Member
ABDIEL CAPITAL MANAGEMENT, LLC
By:  

/s/ Colin T. Moran

  Colin T. Moran, Managing Member
ABDIEL CAPITAL ADVISORS, LP
By:   Abdiel Capital Partners, LLC,
  its General Partner
By:  

/s/ Colin T. Moran

  Colin T. Moran, Managing Member
COLIN T. MORAN
By:  

/s/ Colin T. Moran

  Colin T. Moran, Individually

 

8