0000899243-19-019921.txt : 20190718 0000899243-19-019921.hdr.sgml : 20190718 20190718172808 ACCESSION NUMBER: 0000899243-19-019921 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20190718 FILED AS OF DATE: 20190718 DATE AS OF CHANGE: 20190718 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hald Borge CENTRAL INDEX KEY: 0001782199 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38982 FILM NUMBER: 19961963 MAIL ADDRESS: STREET 1: C/O MEDALLIA INC STREET 2: 575 MARKET STREET SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pressman Amy E CENTRAL INDEX KEY: 0001782198 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38982 FILM NUMBER: 19961964 MAIL ADDRESS: STREET 1: C/O MEDALLIA INC STREET 2: 575 MARKET STREET SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Medallia, Inc. CENTRAL INDEX KEY: 0001540184 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 575 MARKET STREET STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (650) 321-3000 MAIL ADDRESS: STREET 1: 575 MARKET STREET STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: Medallia Inc. DATE OF NAME CHANGE: 20120123 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-07-18 0 0001540184 Medallia, Inc. MDLA 0001782199 Hald Borge C/O MEDALLIA, INC. 575 MARKET STREET, SUITE 1850 SAN FRANCISCO CA 94105 1 0 1 0 0001782198 Pressman Amy E C/O MEDALLIA, INC. 575 MARKET STREET, SUITE 1850 SAN FRANCISCO CA 94105 1 0 1 0 Class A Common Stock 200000 D Class A Common Stock 227183 I See footnote Class A Common Stock 443480 I See footnote Class A Common Stock 443480 I See footnote Class A Common Stock 443480 I See footnote Class A Common Stock 443480 I See footnote Class A Common Stock 157973 I See footnote Class A Common Stock 443480 I See footnote Class B Common Stock Class A Common Stock 1500 D Class B Common Stock Class A Common Stock 1500 I See footnote Series A Convertible Preferred Stock Class A Common Stock 4120255 D Series A Convertible Preferred Stock Class A Common Stock 4185099 I See footnote Series A Convertible Preferred Stock Class A Common Stock 22254 I See footnote Series A Convertible Preferred Stock Class A Common Stock 1421809 I See footnote Series A Convertible Preferred Stock Class A Common Stock 22254 I See footnote Series A Convertible Preferred Stock Class A Common Stock 1171809 I See footnote Series A Convertible Preferred Stock Class A Common Stock 1056520 I See footnote Stock Option (right to buy) 2.36 2025-06-03 Class A Common Stock 600000 D Stock Option (right to buy) 5.69 2027-03-17 Class A Common Stock 1300000 D Stock Option (right to buy) 2.36 2025-06-03 Class A Common Stock 600000 I See footnote Stock Option (right to buy) 5.69 2027-03-17 Class A Common Stock 650000 I See footnote Each share of Class A Common Stock shall be reclassified into one share of Common Stock immediately prior to the completion of the Issuer's initial public offering of Common Stock and following the conversion of each series of the Issuer's Convertible Preferred Stock and the Issuer's Series B Common Stock into Series A Common Stock. The reported shares are represented by restricted stock units, or RSUs, pursuant to which 1/3 of the RSUs vest on July 17, 2020 and 1/12th of the RSUs vest quarterly thereafter. Includes 200,000 shares represented by restricted stock units, or RSUs, pursuant to which 1/3 of the RSUs vest on July 17, 2020 and 1/12th of the RSUs vest quarterly thereafter. The shares are held of record by Ms. Pressman. The reporting persons are husband and wife. The shares are held of record by the Borge Hald 2011 Irrevocable Remainder Trust for which Mr. Hald serves as trustee. The shares are held of record by the Borge Hald 2014 Irrevocable Descendant's Trust for which Mr. Hald serves as trustee. The shares are held of record by the Amy Hald 2011 Irrevocable Remainder Trust for which Ms. Pressman serves as trustee. The shares are held of record by the Amy Hald 2014 Irrevocable Descendant's Trust for which Ms. Pressman serves as trustee. The shares are held of record by the Amy Hald Irrevocable Remainder Trust for which Ms. Pressman serves as trustee. The shares are held of record by The Hald 2011 Irrevocable Children's Trust for which Mr. Hald and Ms. Pressman serve as co-trustees. Each share of Class B Common Stock shall automatically convert into Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date. Each share of Series A Convertible Preferred Stock shall automatically convert into Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date. The shares subject to the option are fully vested and immediately exercisable. The shares subject to the option vest in 48 equal monthly installments beginning on May 1, 2017. Upon completion of the Issuer's initial public offering of Common Stock, the vesting of the option shall be fully accelerated. Exhibit 24.1 - Power of Attorney - Borge Hald Exhibit 24.2 - Power of Attorney - Amy E. Pressman /s/ Alan K. Grebene, by power of attorney for Borge Hald 2019-07-18 /s/ Alan K. Grebene, by power of attorney for Amy E. Pressman 2019-07-18 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT 
                                                                    Exhibit 24.1

                               POWER OF ATTORNEY

       The undersigned, as a Section 16 reporting person of Medallia, Inc. (the
"Company"), hereby constitutes and appoints Roxanne Oulman, Alan Grebene,
Margaret Chow and Leah Wilson, and each of them, as the undersigned's true and
lawful attorney-in-fact to:

       1.     complete and execute Forms 3, 4 and 5 and other forms and all
              amendments thereto as such attorney-in-fact shall in his
              discretion determine to be required or advisable pursuant to
              Section 16 of the Securities Exchange Act of 1934 (as amended) and
              the rules and regulations promulgated thereunder, or any successor
              laws and regulations, as a consequence of the undersigned's
              ownership, acquisition or disposition of securities of the
              Company; and

       2.     do all acts necessary in order to file such forms with the SEC,
              any securities exchange or national association, the Company and
              such other person or agency as the attorneys-in-fact shall deem
              appropriate.

       The undersigned hereby ratifies and confirms all that said attorneys-in-
fact and agents shall do or cause to be done by virtue hereof.  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 the Company
assuming, any of the undersigned's responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934 (as amended).

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 19th day of June, 2019.


                                        Signature: /s/ Borge Hald
                                                   ----------------------------
                                        Print Name: Borge Hald
EX-24.2 3 attachment2.htm EX-24.2 DOCUMENT 
                                                                    Exhibit 24.2

                               POWER OF ATTORNEY

       The undersigned, as a Section 16 reporting person of Medallia, Inc. (the
"Company"), hereby constitutes and appoints Roxanne Oulman, Alan Grebene,
Margaret Chow and Leah Wilson, and each of them, as the undersigned's true and
lawful attorney-in-fact to:

       1.     complete and execute Forms 3, 4 and 5 and other forms and all
              amendments thereto as such attorney-in-fact shall in his
              discretion determine to be required or advisable pursuant to
              Section 16 of the Securities Exchange Act of 1934 (as amended) and
              the rules and regulations promulgated thereunder, or any successor
              laws and regulations, as a consequence of the undersigned's
              ownership, acquisition or disposition of securities of the
              Company; and

       2.     do all acts necessary in order to file such forms with the SEC,
              any securities exchange or national association, the Company and
              such other person or agency as the attorneys-in-fact shall deem
              appropriate.

       The undersigned hereby ratifies and confirms all that said attorneys-in
-fact and agents shall do or cause to be done by virtue hereof.  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 the Company
assuming, any of the undersigned's responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934 (as amended).

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 19th day of June, 2019.


                                       Signature: /s/ Amy E. Pressman
                                                  -----------------------------
                                       Print Name: Amy E. Pressman