0001062993-22-005977.txt : 20220228
0001062993-22-005977.hdr.sgml : 20220228
20220228220006
ACCESSION NUMBER: 0001062993-22-005977
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220224
FILED AS OF DATE: 20220228
DATE AS OF CHANGE: 20220228
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693637
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693638
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 GLOBAL GROWTH FUND, L.P.
CENTRAL INDEX KEY: 0001535198
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693644
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 GLOBAL GROWTH PRINCIPALS FUND, L.P.
CENTRAL INDEX KEY: 0001540748
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693643
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 GLOBAL GROWTH II PRINCIPALS FUND, L.P.
CENTRAL INDEX KEY: 0001656516
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693640
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-3927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SC Global Growth II Management, L.P.
CENTRAL INDEX KEY: 0001743989
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693642
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL ROAD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6508543927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL ROAD, SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693646
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: SCGGF MANAGEMENT, L.P.
CENTRAL INDEX KEY: 0001611362
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693645
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 GLOBAL GROWTH FUND II, L.P.
CENTRAL INDEX KEY: 0001656515
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693641
BUSINESS ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: SUITE 101
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-3927
MAIL ADDRESS:
STREET 1: 2800 SAND HILL ROAD
STREET 2: 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: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39778
FILM NUMBER: 22693639
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: Airbnb, Inc.
CENTRAL INDEX KEY: 0001559720
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340]
IRS NUMBER: 263051428
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 888 BRANNAN ST.
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
BUSINESS PHONE: 415.800.5959
MAIL ADDRESS:
STREET 1: 888 BRANNAN ST.
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0306
4
2022-02-24
0001559720
Airbnb, Inc.
ABNB
0001607841
SC US (TTGP), LTD.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001611362
SCGGF MANAGEMENT, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001535198
SEQUOIA CAPITAL GLOBAL GROWTH FUND, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001540748
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001743989
SC Global Growth II Management, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001656515
SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P.
2800 SAND HILL ROAD, SUITE 101
MENLO PARK
CA
94025
0
0
1
0
0001656516
SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P.
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
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
Class A Common Stock
2022-02-24
4
C
0
5952965
0
A
6807093
I
See Footnotes
Class A Common Stock
2022-02-24
4
J
0
6165517
0
D
641576
I
See Footnotes
Class A Common Stock
2022-02-24
4
C
0
79641
0
A
102367
I
By Sequoia Grove II, LLC
Class A Common Stock
2022-02-24
4
J
0
93139
0
D
9228
I
By Sequoia Grove II, LLC
Class A Common Stock
2022-02-24
4
J
0
188708
0
A
188708
I
Sequoia Capital Fund, LP
Class A Common Stock
2022-02-24
4
J
0
24736
0
A
24736
I
Sequoia Capital Fund Parallel, LLC
Class A Common Stock
2022-02-27
4
C
0
12190503
0
A
12832079
I
See Footnotes
Class A Common Stock
2022-02-27
4
J
0
12321575
0
D
510504
I
See Footnotes
Class A Common Stock
2022-02-27
4
C
0
186378
0
A
195606
I
By Sequoia Grove II, LLC
Class A Common Stock
2022-02-27
4
J
0
195606
0
D
0
I
By Sequoia Grove II, LLC
Class A Common Stock
2022-02-27
4
J
0
117476
0
A
306184
I
Sequoia Capital Fund, LP
Class A Common Stock
2022-02-27
4
J
0
16058
0
A
40794
I
Sequoia Capital Fund Parallel, LLC
Class B Common Stock
2022-02-24
4
C
0
5952965
D
Class A Common Stock
5952965
48644727
I
See Footnotes
Class B Common Stock
2022-02-24
4
C
0
79641
D
Class A Common Stock
79641
735881
I
By Sequoia Grove II, LLC
Class B Common Stock
2022-02-24
4
J
0
4134886
A
Class A Common Stock
4134886
4134886
I
Sequoia Capital Fund, LP
Class B Common Stock
2022-02-24
4
J
0
1152770
A
Class A Common Stock
1152770
1152770
I
Sequoia Capital Fund Parallel, LLC
Class B Common Stock
2022-02-27
4
C
0
12190503
D
Class A Common Stock
12190503
36454221
I
See Footnotes
Class B Common Stock
2022-02-27
4
C
0
186378
D
Class A Common Stock
186378
549503
I
By Sequoia Grove II, LLC
Class B Common Stock
2022-02-27
4
J
0
8529706
A
Class A Common Stock
8529706
12664592
I
Sequoia Capital Fund, LP
Class B Common Stock
2022-02-27
4
J
0
2334931
A
Class A Common Stock
2334931
3487701
I
Sequoia Capital Fund Parallel, LLC
Represents the conversion of Class B Common Stock to Class A Common Stock in the following amounts: 440,061 shares from SC US GF V Holdings, Ltd. ("US GF V Holdco"), 356,961 shares from Sequoia Capital Global Growth Fund, LP ("GGF"), 12,435 shares from Sequoia Capital Global Growth Principals Fund, LP ("GGF PF"), 4,267,391 shares from Sequoia Capital XII, L.P. ("SC XII"), 227,192 shares from Sequoia Technology Partners XII, L.P. ("STP XII"), 648,925 shares from Sequoia Capital XII Principals Fund, LLC ("SC XII PF").
Includes shares of Class A Common Stock in the following amounts: 781,245 shares held by Sequoia Capital Global Growth Fund II, L.P. ("GGF II"), 14,848 shares held by Sequoia Capital Global Growth II Principals Fund, L.P. ("GGF II PF"), 51,345 shares held by Sequoia Capital U.S. Growth Fund VII, L.P. ("US GF VII"), 6,690 shares held by Sequoia Capital U.S. Growth VII Principals Fund, L.P. ("US GF VII PF"), 440,061 shares held by US GF V Holdco, 356,961 shares held by GGF, 12,435 shares held by GGF PF, 4,267,391 shares held by SC XII, 227,192 shares held by STP XII and 648,925 shares held by SC XII PF.
Represents a distribution of Class A Common Stock of the Issuer to partners or members in the following amounts: 182,451 shares from GGF II, 5,622 shares from GGF II, 20,642 shares from GF VII, 3,837 shares from US GF VII PF, 440,061 shares from US GF V Holdco, 356,961 shares from GGF, 12,435 shares from GGF PF, 4,267,391 shares from SC XII, 227,192 shares from STP XII and 648,925 shares from SC XII PF.
Includes shares of Class A Common Stock in the following amounts: 598,794 shares held by GGF II, 9,226 shares held by GGF II PF, 30,703 shares held by US GF VII and 2,853 shares held by US GF VII PF.
SC XII Management, LLC (SC XII LLC) is the general partner of each of Sequoia Capital XII, L.P. (SC XII) and Sequoia Technology Partners XII, L.P. (STP XII), and the managing member of Sequoia Capital XII Principals Fund, LLC (SC XII PF). As a result, SC XII LLC may be deemed to share voting and dispositive power with respect to the shares held by SC XII, SC XII PF, and STP XII. SC US (TTGP), Ltd. is: (i) the general partner of SCGF V Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund V, L.P. and Sequoia Capital USGF Principals Fund V, L.P. (collectively, the US GF V Funds), which together own 100% of the outstanding ordinary shares of SC US GF V Holdings, Ltd. (US GF V Holdco);
(cont'd) (ii) the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of US GF VII and US GF VII PF (collectively, the SC US GF VII Funds); (iii) the general partner of SCGGF Management, L.P., which is the general partner of each of Sequoia Capital Global Growth Fund, L.P. (GGF) and Sequoia Capital Global Growth Principals Fund, L.P. (GGF PF) (collectively, the SC GGF Funds); (iv) the general partner of SC Global Growth II Management, L.P., which is the general partner of each of GGF II and GGF II PF (collectively, the SC GGF II Funds); and (v) the general partner of SC U.S. Venture 2010 Management, L.P., which is the general partner of USV 2010-seed.
(cont'd) As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by US GF V Holdco, the SC US GF VII Funds, the SC GGF Funds, the SC GGF II Funds and USV 2010-seed. In addition, the directors and stockholders of SC US (TTGP), Ltd. who exercise voting and investment discretion with respect to the SC GGF Funds are Douglas M. Leone and James J. Goetz, and the directors and stockholders of SC US (TTGP), Ltd. who exercise voting and investment discretion with respect to the SC GGF II Funds are Douglas M. Leone and Roelof F. Botha. As a result, and by virtue of the relationships described in this paragraph, each such person may be deemed to share voting and dispositive power with respect to the shares held by the SC GGF Funds or the SC GGF II Funds, as applicable.
(cont'd) Each of SC US (TTGP), Ltd., SCGF V Management, L.P., SC U.S. Growth VII Management, L.P., SCGGF Management, L.P., SC Global Growth II Management, L.P., SC U.S. Venture 2010 Management, L.P., Mr. Leone, Mr. Botha and Mr. Goetz disclaims beneficial ownership of the shares held by US GF V Holdco, the GFVII Funds, the SC GGF Funds, the SC GGF II Funds, and USV 2010-seed except to the extent of its or his 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. SC XII Management, LLC disclaims beneficial ownership of the shares held by the XII 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.
Sequoia Grove Manager, LLC is the manager of Sequoia Grove II, LLC. As a result, Sequoia Grove Manager, LLC may be deemed to share beneficial ownership with respect to the shares held by Sequoia Grove II, LLC. Each of Sequoia Grove Manager, LLC and Sequoia Grove II, LLC disclaims beneficial ownership of the shares held by Sequoia Grove II, LLC 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 purpose.
SC US (TTGP), Ltd. is (i) the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of each of Sequoia Capital Fund, LP ("SCF") and Sequoia Capital Fund Parallel, LLC ("SCFP"). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by SCF and SCFP. Each of the reporting persons disclaims beneficial ownership of the shares held by SCF and SCFP, as applicable, except to the extent of his or 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.
Represents the conversion of 79,641 shares of Class B Common Stock of the Issuer to Class A Common Stock.
Represents a distribution of 93,139 shares of Class A Common Stock of the Issuer to partners and members.
The Issuer's Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis at the Reporting Person's election and has no expiration date.
Includes shares of Class B Common Stock in the following amounts: 860,812 shares held by GGF II, 13,262 shares held by GGF II PF, 134,433 shares held by US GF VII, 12,496 shares held by US GF VII PF, 3,520,486 shares held by US GF V Holdco, 2,855,694 shares held by GGF, 99,478 shares held by GGF PF, 34,139,124 shares held by SC XII, 1,817,540 shares held by STP XII and 5,191,402 shares held by SC XII PF.
Represents a pro rata distribution of Common Stock of the Issuer to partners or members of the applicable distributing fund for no consideration and includes subsequent distributions by general partners or managing members to their respective partners or members and the contribution by such partners or members to the applicable recipient fund.
Represents the conversion of Class B Common Stock to Class A Common Stock in the following amounts: 880,122 shares from US GF V Holdco, 713,923 shares from GGF, 24,869 shares from GGF PF, 8,534,781 shares from SC XII, 454,385 shares from STP XII, 1,297,850 shares from SC XII PF, 268,866 shares from GGF II, 4,142 shares from GGF II PF, 10,581 shares from US GF VII and 984 shares from US GF VII PF.
Includes shares of Class A Common Stock in the following amounts: 880,122 shares held by US GF V Holdco, 713,923 shares held by GGF, 24,869 shares held by GGF PF, 8,534,781 shares held by SC XII, 454,385 shares held by STP XII, 1,297,850 shares held by SC XII PF, 867,660 shares held by GGF II, 13,368 shares held by GGF II PF, 41,284 shares held by US GF VII and 3,837 shares held by US GF VII PF.
Represents a distribution of Class A Common Stock of the Issuer to partners or members in the following amounts: 880,122 shares from US GF V Holdco, 713,923 shares from GGF, 24,869 shares from GGF PF, 8,534,781 shares from SC XII, 454,385 shares from STP XII, 1,297,850 shares from SC XII PF, 364,902 shares from GGF II, 5,622 shares from GGF II PF, 41,284 shares from US GF VII and 3,837 shares from US GF VII PF.
Includes shares of Class A Common Stock in the following amounts: 502,758 shares held by GGF II and 7,746 shares held by GGF II PF.
Represents the conversion of 186,378 shares of Class B Common Stock of the Issuer to Class A Common Stock.
Represents a distribution of 195,606 shares of Class A Common Stock of the Issuer to partners and members.
Form 1 of 3
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGGF Management, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGGF Management, L.P., the General Partner of Sequoia Capital Global Growth Fund, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGGF Management, L.P., the General Partner of Sequoia Capital Global Growth Principals Fund, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of Sequoia Capital Global Growth II Management, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of Sequoia Capital Global Growth II Management, L.P., the General Partner of Sequoia Capital Global Growth Fund II, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of Sequoia Capital Global Growth II Management, L.P., the General Partner of Sequoia Capital Global Growth II Principals Fund, L.P.
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGF V Management LP
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGF V Management LP, the General Partner of Sequoia Capital U.S. Growth Fund V, LP
2022-02-28
By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGF V Management LP, the General Partner of Sequoia Capital USGF Principals Fund V, L.P.
2022-02-28