SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Synge James

(Last) (First) (Middle)
C/O LIFE360, INC.
539 BRYANT STREET, SUITE 402

(Street)
SAN FRANCISCO CA 94107

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/27/2022
3. Issuer Name and Ticker or Trading Symbol
Life360, Inc. [ 360.AX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 501,815(1) D
Common Stock 64,379(2) I Held by ICCA Labs, LLC(3)
Common Stock 70,573(4) I Held by Stynge Pty Ltd ATF Sandy Bay Trust(5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (6) 04/29/2031 Common Stock 12,203 $13.35 D
Stock Option (right to buy) (7) 05/20/2032 Common Stock 15,794 $8.19 D
Explanation of Responses:
1. Includes 480,347 shares of the Issuer's common stock underlying 1,441,041 Chess Depositary Interests ("CDIs"). The CDIs are traded on the Australian Securities Exchange (the "ASX") and are held by CHESS Depositary Nominees Pty, Limited, a subsidiary of ASX Limited, the company that operates the ASX. Also includes 4,581 restricted stock units, each of which represents a contingent right to receive one share of the Issuer's common stock upon vesting.
2. Represents shares of the Issuer's common stock underlying 193,137 CDIs.
3. The Reporting Person has shared investment control over Carthona Capital FS Pty Ltd. ("Carthona Capital"). Carthona Capital is a member of ICCA Labs, LLC, an entity that holds an aggregate of 133,408 shares of the Issuer's common stock underlying 400,224 CDIs. The number of shares reported herein represents Carthona Capital's proportionate ownership interest in ICCA Labs, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
4. Represents shares of the Issuer's common stock underlying 211,720 CDIs.
5. The Reporting Person has shared investment control of Stynge Pty Ltd ATF Sandy Bay Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
6. The stock option is fully vested and exercisable.
7. The stock option vests and becomes exercisable as to 1/4th of the total number of shares in equal quarterly installments beginning on August 15, 2022, until such time as the option is 100% vested, subject to the continuing service of the Reporting Person on each vesting date.
Remarks:
/s/ Daniel Menudier, as Attorney-in-Fact 06/27/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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