0001209191-23-047308.txt : 20230825 0001209191-23-047308.hdr.sgml : 20230825 20230825161441 ACCESSION NUMBER: 0001209191-23-047308 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230823 FILED AS OF DATE: 20230825 DATE AS OF CHANGE: 20230825 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital VII, L.P. CENTRAL INDEX KEY: 0001546800 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40787 FILM NUMBER: 231208427 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 614 0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital Management Co. VII, L.L.C. CENTRAL INDEX KEY: 0001546802 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40787 FILM NUMBER: 231208428 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 614 0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital VII Principals Fund, L.L.C. CENTRAL INDEX KEY: 0001546801 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40787 FILM NUMBER: 231208426 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 614 0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ForgeRock, Inc. CENTRAL INDEX KEY: 0001543916 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 331223363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (415) 599-1100 MAIL ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-23 1 0001543916 ForgeRock, Inc. FORG 0001546802 Foundation Capital Management Co. VII, L.L.C. 550 HIGH STREET, 3RD FLOOR PALO ALTO CA 94301 0 0 1 0 0001546800 Foundation Capital VII, L.P. 550 HIGH STREET, 3RD FLOOR PALO ALTO CA 94301 0 0 1 0 0001546801 Foundation Capital VII Principals Fund, L.L.C. 550 HIGH STREET, 3RD FLOOR PALO ALTO CA 94301 0 0 1 0 0 Class B Common Stock 0.00 2023-08-23 4 D 0 8415644 23.25 D Class A Common Stock 8415644 0 I See Footnote Class B Common Stock 0.00 2023-08-23 4 D 0 128156 23.25 D Class A Common Stock 128156 0 I See Footnote Represents shares of Class B common stock that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Project Fortress Merger Sub, Inc. by and into ForgeRock, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 10, 2022, by and among the Issuer, Project Fortress Parent, LLC, and Project Fortress Merger Sub, Inc. (the "Merger Agreement"). In connection with the Merger, these shares were cancelled and converted into the right to receive a cash payment per share of $23.25, without interest, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Shares are held by Foundation Capital VII, L.P. ("FC VII"). Foundation Capital Management Co. VII, L.L.C. ("Management") is the general partner of FC VII and Management may be deemed to beneficially own the shares held by FC VII. Shares are held by Foundation Capital VII Principals Fund, L.L.C. ("Principals"). Management is the manager of Principals and Management may be deemed to beneficially own the shares held by Principals. The foregoing description in note (1) is qualified in its entirety by reference to the terms of the Merger Agreement. In the event of any conflict between the description above and the terms set forth in the Merger Agreement, the terms set forth in the Merger Agreement shall control. /s/ Foundation Capital Management Co. VII, L.L.C., by /s/ Warren M. Weiss, Manager 2023-08-25 Foundation Capital VII, L.P., by Foundation Capital Management Co. VII, L.L.C., its general partner, by /s/ Warren M. Weiss, Manager 2023-08-25 Foundation Capital VII Principals Fund, L.L.C., by Foundation Capital Management Co. VII, L.L.C., its manager, by /s/ Warren M. Weiss, Manager 2023-08-25