0000899243-20-025988.txt : 20200922
0000899243-20-025988.hdr.sgml : 20200922
20200922204720
ACCESSION NUMBER: 0000899243-20-025988
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200918
FILED AS OF DATE: 20200922
DATE AS OF CHANGE: 20200922
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners III, L.P.
CENTRAL INDEX KEY: 0001678064
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190731
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE, 2ND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 415-937-7763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE, 2ND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners IV, L.P.
CENTRAL INDEX KEY: 0001761434
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190732
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 4159677763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
FORMER NAME:
FORMER CONFORMED NAME: ICONIQ Strategic Parnters IV, L.P.
DATE OF NAME CHANGE: 20181212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners IV-B, L.P.
CENTRAL INDEX KEY: 0001761522
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190733
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 4159677763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners IV GP, L.P.
CENTRAL INDEX KEY: 0001785120
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190734
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 4159677763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ICONIQ Strategic Partners IV TT GP, Ltd.
CENTRAL INDEX KEY: 0001788795
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190735
BUSINESS ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 4159677763
MAIL ADDRESS:
STREET 1: 394 PACIFIC AVENUE
STREET 2: SECOND FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jacobson Matthew
CENTRAL INDEX KEY: 0001783518
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39504
FILM NUMBER: 201190736
MAIL ADDRESS:
STREET 1: C/O DATADOG, INC.
STREET 2: 45TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10001
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Snowflake Inc.
CENTRAL INDEX KEY: 0001640147
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 460636374
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
BUSINESS PHONE: 844-766-9355
MAIL ADDRESS:
STREET 1: 450 CONCAR DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94402
FORMER COMPANY:
FORMER CONFORMED NAME: Snowflake Computing, Inc.
DATE OF NAME CHANGE: 20150421
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-09-18
0
0001640147
Snowflake Inc.
SNOW
0001678064
ICONIQ Strategic Partners III, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001761434
ICONIQ Strategic Partners IV, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001761522
ICONIQ Strategic Partners IV-B, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001785120
ICONIQ Strategic Partners IV GP, L.P.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001788795
ICONIQ Strategic Partners IV TT GP, Ltd.
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
0001783518
Jacobson Matthew
C/O ICONIQ CAPITAL
394 PACIFIC AVENUE, 2ND FLOOR
SAN FRANCISCO
CA
94111
0
0
1
0
Class A Common Stock
2020-09-18
4
P
0
79040
120.00
A
79040
I
By ICONIQ Strategic Partners IV, L.P.
Class A Common Stock
2020-09-18
4
P
0
130960
120.00
A
130960
I
By ICONIQ Strategic Partners IV-B, L.P.
Class A Common Stock
2020-09-18
4
P
0
82661
120.00
A
82661
I
By ICONIQ Strategic Partners V, L.P.
Class A Common Stock
2020-09-18
4
P
0
127339
120.00
A
127339
I
By ICONIQ Strategic Partners V-B, L.P.
Class A Common Stock
2020-09-18
4
P
0
7
300.00
A
7
I
By William J.G. Griffith
Series G-1 Preferred Stock
2020-09-18
4
C
0
338993
0.00
D
Class B Common Stock
338993
0
I
By ICONIQ Strategic Partners IV, L.P.
Series G-1 Preferred Stock
2020-09-18
4
C
0
561674
0.00
D
Class B Common Stock
561674
0
I
By ICONIQ Strategic Partners IV-B, L.P.
Class B Common Stock
2020-09-18
4
C
0
338993
0.00
A
Class A Common Stock
338993
338993
I
By ICONIQ Strategic Partners IV, L.P.
Class B Common Stock
2020-09-18
4
C
0
561674
0.00
A
Class A Common Stock
561674
561674
I
By ICONIQ Strategic Partners IV-B, L.P.
These shares were purchased from the underwriters at the closing of the Issuer's initial public offering.
The shares are held by ICONIQ Strategic Partners IV, L.P. ("ICONIQ IV").
ICONIQ Strategic Partners GP IV, L.P. ("ICONIQ GP IV") is the sole general partner of each of ICONIQ IV and ICONIQ IV-B. ICONIQ Strategic Partners IV TT GP, Ltd. ("ICONIQ Parent GP IV") is the sole general partner of ICONIQ GP IV. Divesh Makan ("Makan"), William J.G. Griffith ("Griffith") and Matthew Jacobson ("Jacobson") are the sole equity holders and directors of ICONIQ Parent GP IV. ICONIQ Strategic Partners GP V, L.P. ("ICONIQ GP V") is the sole general partner of each of ICONIQ V and ICONIQ V-B. ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ Parent GP V") is the sole general partner of ICONIQ GP V. Makan, Griffith and Jacobson are the sole equity holders and directors of ICONIQ Parent GP V.
Each of ICONIQ GP IV, ICONIQ Parent GP IV, ICONIQ GP V, ICONIQ Parent GP V, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
The shares are held by ICONIQ Strategic Partners IV-B, L.P. ("ICONIQ IV-B").
The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
The shares are held by Griffith.
Immediately prior to the consummation of the Issuer's initial public offering, each share of the Series G-1 Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis.
Following the closing of the Issuer's initial public offering ("IPO"), each share of Class B Common Stock will be convertible at any time at the option of the holder into one share of Class A Common Stock, and has no expiration date. After the closing of the Issuer's IPO, on any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation (the "COI"). Additionally, the shares of Class B Common Stock will convert automatically into Class A Common Stock on a 1:1 basis upon the following: (1) sale or transfer of such share of Class B Common Stock, (2) on the final conversion date, as defined in the COI, and (3) as otherwise set forth in the COI.
This Form 4 is the second of two Form 4s being filed relating to the same event. The 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. Each Form 4 will be filed by Designated Filer ICONIQ Strategic Partners III, L.P.
ICONIQ Strategic Partners III, L.P., ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Senior Vice President, /s/ Kevin Foster
2020-09-22
ICONIQ Strategic Partners IV, L.P., ICONIQ Strategic Partners IV GP, L.P., By: ICONIQ Strategic Partners IV TT GP, Ltd., By: Kevin Foster, Title: Senior Vice President, /s/ Kevin Foster
2020-09-22
ICONIQ Strategic Partners IV-B, L.P., ICONIQ Strategic Partners IV GP, L.P., By: ICONIQ Strategic Partners IV TT GP, Ltd., By: Kevin Foster, Title: Senior Vice President, /s/ Kevin Foster
2020-09-22
ICONIQ Strategic Partners IV GP, L.P., By: ICONIQ Strategic Partners IV TT GP, By: Kevin Foster, Title: Senior Vice President, /s/ Kevin Foster
2020-09-22
ICONIQ Strategic Partners IV TT GP, Ltd., By: Kevin Foster, Title: Senior Vice President, /s/ Kevin Foster
2020-09-22
Matthew Jacobson, /s/ Matthew Jacobson
2020-09-22