0001104659-21-103064.txt : 20210810 0001104659-21-103064.hdr.sgml : 20210810 20210810215037 ACCESSION NUMBER: 0001104659-21-103064 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210806 FILED AS OF DATE: 20210810 DATE AS OF CHANGE: 20210810 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund III-Q, L.P. CENTRAL INDEX KEY: 0001540245 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161771 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund III, L.P. CENTRAL INDEX KEY: 0001540352 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161774 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund III-B, L.P. CENTRAL INDEX KEY: 0001540353 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161772 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund III-A, L.P. CENTRAL INDEX KEY: 0001540355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161773 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Equity Partners III (Parallel), L.L.C. CENTRAL INDEX KEY: 0001540359 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161766 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Equity Partners III, L.L.C. CENTRAL INDEX KEY: 0001540361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161775 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Parallel Fund III, L.P. CENTRAL INDEX KEY: 0001540363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161770 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Parallel Fund III-A, L.P. CENTRAL INDEX KEY: 0001540364 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161769 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Parallel Fund III-B, L.P. CENTRAL INDEX KEY: 0001540366 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161768 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Parallel Fund III-Q, L.P. CENTRAL INDEX KEY: 0001540367 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40252 FILM NUMBER: 211161767 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DigitalOcean Holdings, Inc. CENTRAL INDEX KEY: 0001582961 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 101 AVENUE OF THE AMERICAS STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 341-985-0306 MAIL ADDRESS: STREET 1: 101 AVENUE OF THE AMERICAS STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10013 FORMER COMPANY: FORMER CONFORMED NAME: Digital Ocean, Inc. DATE OF NAME CHANGE: 20130731 4 1 tm2124784-1_4.xml OWNERSHIP DOCUMENT X0306 4 2021-08-06 0 0001582961 DigitalOcean Holdings, Inc. DOCN 0001540361 AH Equity Partners III, L.L.C. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540352 Andreessen Horowitz Fund III, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540355 Andreessen Horowitz Fund III-A, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540353 Andreessen Horowitz Fund III-B, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540245 Andreessen Horowitz Fund III-Q, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540363 AH Parallel Fund III, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540364 AH Parallel Fund III-A, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540366 AH Parallel Fund III-B, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540367 AH Parallel Fund III-Q, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540359 AH Equity Partners III (Parallel), L.L.C. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 Common Stock 2021-08-06 4 J 0 2689498 0.00 D 8068492 I By Andreessen Horowitz Fund III, L.P. Common Stock 2021-08-06 4 J 0 1226089 0.00 D 3678265 I By AH Parallel Fund III, L.P. Common Stock 2021-08-06 4 J 0 246368 0.00 A 246368 I By 1997 Horowitz Family Trust Common Stock 2021-08-06 4 J 0 260395 0.00 A 260395 I By LAMA Community Trust Common Stock 2021-08-06 4 J 0 10599 0.00 A 10599 I By AH Capital Management, L.L.C. Common Stock 2021-08-09 4 S 0 38756 52.46 D 207612 I By 1997 Horowitz Family Trust Common Stock 2021-08-09 4 S 0 108226 52.84 D 99386 I By 1997 Horowitz Family Trust Common Stock 2021-08-09 4 S 0 49364 53.84 D 50022 I By 1997 Horowitz Family Trust Common Stock 2021-08-09 4 S 0 7533 52.71 D 3066 I By AH Capital Management, L.L.C. Common Stock 2021-08-09 4 S 0 3066 53.70 D 0 I By AH Capital Management, L.L.C. On August 6, 2021, Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities") distributed, for no consideration, an aggregate of 2,689,498 shares of the Issuer's Common Stock (the "AH Fund III Shares") to their respective limited partners and to AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, representing each such partner's pro rata interest in such AH Fund III Shares. On the same date, AH EP III distributed, for no consideration, the AH Fund III Shares it received in the distribution by the AH Fund III Entities to its members, representing each such member's pro rata interest in such AH Fund III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. These securities are held by Andreessen Horowitz Fund III, L.P., for itself and as nominee for the other AH Fund III Entities. AH EP III, the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. Marc Andreessen and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any. On August 6, 2021, AH Parallel Fund III, L.P., for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P., and AH Parallel Fund III-Q, L.P. (collectively, the "AH Parallel Fund III Entities") distributed, for no consideration, an aggregate of 1,226,089 shares of the Issuer's Common Stock (the "AH Parallel Fund III Shares") to their respective limited partners and to AH Equity Partners III (Parallel), L.L.C. ("AH EP III Parallel"), the general partner of the AH Parallel Fund III Entities, representing each such partner's pro rata interest in such AH Parallel Fund III Shares. On the same date, AH EP III Parallel distributed, for no consideration, the AH Parallel Fund III Shares it received in the distribution by the AH Parallel Fund III Entities to its members, representing each such member's pro rata interest in such AH Parallel Fund III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. These securities are held by AH Parallel Fund III, L.P., for itself and as nominee for the other AH Parallel Fund III Entities. AH EP III Parallel is the general partner of the AH Parallel Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Parallel Fund III Entities. The managing members of AH EP III Parallel are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel Fund III Entities. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any. Represents shares received by the 1997 Horowitz Family Trust pursuant to pro rata distributions by the AH Fund III Entities, the AH Parallel Fund III Entities, AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. These securities are held of record by the 1997 Horowitz Family Trust of which Ben Horowitz is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Ben Horowitz, disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. Represents shares received by the LAMA Community Trust pursuant to pro rata distributions by the AH Fund III Entities, the AH Parallel Fund III Entities, AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. These securities are held of record by the LAMA Community Trust of which Marc Andreessen and his spouse are trustees. Each of the Reporting Persons disclaims the existence of a "group" and, other than Marc Andreessen, disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. Represents shares received by AH Capital Management, L.L.C. pursuant to pro rata distributions by AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective members. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. These securities are held of record by AH Capital Management, L.L.C. The members of AH Capital Management, L.L.C. are Marc Andreessen and Ben Horowitz, who share voting and dispositive power with respect to the shares held by AH Capital Management, L.L.C. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by AH Capital Management, L.L.C. and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any. Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $51.62 to $52.615. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or the Issuer's stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (14) through (16) to this Form 4. Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $52.62 to $53.61. Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $53.63 to $54.00. Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $52.15 to $53.14. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or the Issuer's stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (17) and (18) to this Form 4. Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $53.31 to $53.99. This Form 4 is one of two Form 4s filed relating to the same events. Combined, the two reports report the holdings and/or transactions for the following reporting persons: Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., Andreessen Horowitz Fund III-Q, L.P., AH Parallel Fund III, L.P., AH Parallel Fund III-A, L.P., AH Parallel Fund III-B L.P., AH Parallel Fund III-Q, L.P., AH Equity Partners III, L.L.C., AH Equity Partners III (Parallel), L.L.C., AH Capital Management, L.L.C., Benjamin Horowitz and Marc Andreessen. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. AH Equity Partners III, L.L.C., By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 Andreessen Horowitz Fund III, L.P., By: AH Equity Partners III, L.L.C., Its General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 Andreessen Horowitz Fund III-A, L.P., By: AH Equity Partners III, L.L.C., Its General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 Andreessen Horowitz Fund III-B, L.P., By: AH Equity Partners III, L.L.C., Its General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 Andreessen Horowitz Fund III-Q, L.P., By: AH Equity Partners III, L.L.C., Its General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 AH Parallel Fund III, L.P., By: AH Equity Partners III (Parallel), L.L.C., Its: General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 AH Parallel Fund III-A, L.P., By: AH Equity Partners III (Parallel), L.L.C., Its: General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 AH Parallel Fund III-B, L.P., By: AH Equity Partners III (Parallel), L.L.C., Its: General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 AH Parallel Fund III-Q, L.P., By: AH Equity Partners III (Parallel), L.L.C., Its: General Partner, By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10 AH Equity Partners III (Parallel), L.L.C., By: /s/ Scott Kupor, Scott Kupor, Chief Operating Officer 2021-08-10