0000899243-23-005904.txt : 20230222 0000899243-23-005904.hdr.sgml : 20230222 20230222204231 ACCESSION NUMBER: 0000899243-23-005904 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230217 FILED AS OF DATE: 20230222 DATE AS OF CHANGE: 20230222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Ventures Fund I, L.P. CENTRAL INDEX KEY: 0001641394 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655609 BUSINESS ADDRESS: STREET 1: 501 SECOND STREET SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (415) 366-8393 MAIL ADDRESS: STREET 1: 501 SECOND STREET SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER NAME: FORMER CONFORMED NAME: Formation8 Partners Hardware Fund I, L.P. DATE OF NAME CHANGE: 20150505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Continuity GP I, LLC CENTRAL INDEX KEY: 0001675124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655614 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (415) 692-1720 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Continuity Fund I, L.P. CENTRAL INDEX KEY: 0001675126 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655611 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (415) 692-1720 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Early Growth Fund I, L.P. CENTRAL INDEX KEY: 0001877287 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655613 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET, SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-720-4667 MAIL ADDRESS: STREET 1: 514 HIGH STREET, SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Ventures GP I, LLC CENTRAL INDEX KEY: 0001843678 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655610 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-720-4667 MAIL ADDRESS: STREET 1: 514 HIGH STREET STREET 2: SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eclipse Early Growth GP I, LLC CENTRAL INDEX KEY: 0001876955 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39516 FILM NUMBER: 23655612 BUSINESS ADDRESS: STREET 1: 514 HIGH STREET, SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-720-4667 MAIL ADDRESS: STREET 1: 514 HIGH STREET, SUITE 4 CITY: PALO ALTO STATE: CA ZIP: 94301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Owlet, Inc. CENTRAL INDEX KEY: 0001816708 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 2088 CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 424-208-8488 MAIL ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STREET 2: SUITE 2088 CITY: LOS ANGELES STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: Sandbridge Acquisition Corp DATE OF NAME CHANGE: 20200702 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-02-17 0 0001816708 Owlet, Inc. OWLT 0001675124 Eclipse Continuity GP I, LLC 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001877287 Eclipse Early Growth Fund I, L.P. 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001876955 Eclipse Early Growth GP I, LLC 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001675126 Eclipse Continuity Fund I, L.P. 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001843678 Eclipse Ventures GP I, LLC 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 0001641394 Eclipse Ventures Fund I, L.P. 514 HIGH STREET, SUITE 4 PALO ALTO CA 94301 0 0 1 0 Class A Common Stock 13561716 I See footnotes Class A Common Stock 14930616 I See footnotes Series A Convertible Preferred Stock 1000.00 2023-02-17 4 P 0 20200 1000.00 A 2023-02-17 Class A Common Stock 41224489 20200 I See footnotes Warrant to Purchase Class A Common Stock 0.333 2023-02-17 4 P 0 74204080 A 2023-02-17 2028-02-17 Class A Common Stock 74204080 74204080 I See footnotes The shares of Class A common stock are held of record by Eclipse Ventures Fund I, L.P. ("Eclipse I"). Eclipse Ventures GP I, LLC ("Eclipse I GP") is the general partner of Eclipse I and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Lior Susan is the sole managing member of Eclipse I GP and may be deemed to have voting and dispositive power over the shares held by Eclipse I. Eclipse I GP and Lior Susan disclaim beneficial ownership of the shares held by Eclipse I except to the extent of their respective pecuniary interests therein, if any. The shares of Class A common stock are held of record by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity I"). Eclipse Continuity GP I, LLC ("Eclipse Continuity GP") is the general partner of Eclipse Continuity I and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Lior Susan is the sole managing member of Eclipse Continuity GP and may be deemed to have voting and dispositive power over the shares held by Eclipse Continuity I. Eclipse Continuity GP and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse Continuity I except to the extent of their respective pecuniary interests therein, if any. The Series A Convertible Preferred Stock ("Series A") is convertible into shares of common stock of the Issuer. The conversion rate shall initially be 2,040.8163 shares of Class A Common Stock per each share of Series A, subject to adjustment from time to time pursuant to the terms and conditions of the Investment Agreement, dated February 17, 2023, by and among the Issuer and Eclipse Early Growth Fund I, L.P., amongst others. The Series A does not have an expiration date. The shares of Series A are held of record by Eclipse Early Growth Fund I, L.P. ("Eclipse EGF I"). Eclipse Early Growth GP I, LLC ("Eclipse EG GP I") is the general partner of Eclipse EGF I and may be deemed to have voting and dispositive power over the shares held by Eclipse EGF I. Lior Susan is the sole managing member of Eclipse EG GP I and may be deemed to have voting and dispositive power over the shares held by Eclipse EGF I. Eclipse EGF GP I and Mr. Susan disclaim beneficial ownership of the shares held by Eclipse EGF I except to the extent of their respective pecuniary interests therein, if any. As set forth in the Warrant to Purchase Shares of Common Stock of Owlet, Inc., dated February 17, 2023, by the Issuer and Eclipse EGF I (the "Warrant"), the exercise price and the number of shares of the Issuer's Class A Common Stock issuable on exercise are subject to adjustment upon the occurrence of certain events. As such, the exercise price and the number of shares of Class A Common Stock issuable upon exercise as reported on this Form 4 are subject to change upon the occurrence of future events in accordance with the terms of the Warrant. Eclipse Early Growth Fund I, L.P., by: Eclipse Early Growth GP I LLC, its General Partner /s/ Lior Susan, Managing Member 2023-02-22 Eclipse Early Growth GP I LLC, by /s/ Lior Susan, Managing Member 2023-02-22 Eclipse Continuity GP I, LLC /s/ Lior Susan, Managing Member 2023-02-22 Eclipse Continuity Fund I, L.P., By: Eclipse Continuity GP I, LLC, its General Partner, /s/ Lior Susan, Managing Member 2023-02-22 Eclipse Ventures GP I, LLC /s/ Lior Susan, Managing Member 2023-02-22 Eclipse Ventures Fund I, L.P. By: Eclipse Ventures GP I, LLC, its General Partner /s/ Lior Susan, Managing Member 2023-02-22