SEC FORM 3

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^*

Morrow Rebecca

(Last)

(First)

(Middle)

C/O GODADDY INC.

14455 N. HAYDEN RD.

(Street)

SCOTTSDALE

85260

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2018

3. Issuer Name and Ticker or Trading Symbol
GoDaddy Inc. [ GDDY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

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)
Class A Common Stock, par value $0.001 per share	5,465⁽¹⁾	D

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Employee Stock Option (right to buy)	⁽²⁾	03/11/2025	Class A Common Stock, par value $0.001 per share	13,500	$19.5	D
Employee Stock Option (right to buy)	03/03/2016⁽³⁾	03/11/2025	Class A Common Stock, par value $0.001 per share	3,000	$19.5	D
Employee Stock Option (right to buy)	02/28/2017⁽⁴⁾	03/11/2025	Class A Common Stock, par value $0.001 per share	3,000	$19.5	D
Employee Stock Option (right to buy)	⁽⁵⁾	02/17/2027	Class A Common Stock, par value $0.001 per share	9,700	$36.69	D
Employee Stock Option (right to buy)	⁽⁶⁾	12/06/2027	Class A Common Stock, par value $0.001 per share	13,635	$46.78	D

Explanation of Responses:

1. The amount of securities beneficially owned by the Reporting Person includes 120 shares acquired under the Issuer's 2015 Employee Stock Purchase Plan and 5,345 Restricted Stock Units (RSUs) of which 25% will vest on November 1, 2018 and the remaining shares will vest in twelve equal quarterly installments thereafter. Upon vesting of these RSUs, which is subject to the Reporting Person's continued employment with the Company, the Reporting Person will receive shares of Class A Common Stock of the Company.

2. 4,500 of the shares underlying the option vested on March 11, 2017. The remaining 9,000 shares will vest in two equal annual installments thereafter; subject to the Reporting Person's continued employment with the Company.

3. 100% of the shares underlying the option vested on March 3, 2016.

4. 100% of the shares underlying the option vested on February 28, 2017.

5. 25% of the shares underlying the option will vest on February 17, 2018 and the remaining shares will vest in 12 equal quarterly installments thereafter; subject to the Reporting Person's continued employment with the Company.

6. 25% of the shares underlying the option will vest on October 19, 2018 and the remaining shares will vest in 12 equal quarterly installments thereafter; subject to the Reporting Person's continued employment with the Company.

Remarks:

Exhibit 24.1 - Power of Attorney

	Marc Padwe, Attorney-in-Fact	01/10/2018
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.