0001209191-22-057853.txt : 20221118
0001209191-22-057853.hdr.sgml : 20221118
20221118163539
ACCESSION NUMBER: 0001209191-22-057853
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221118
FILED AS OF DATE: 20221118
DATE AS OF CHANGE: 20221118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Ventures XI-B Side Fund, L.P.
CENTRAL INDEX KEY: 0001665599
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402421
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (617) 948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Ventures XI-A Side Fund, L.P.
CENTRAL INDEX KEY: 0001665600
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402423
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (617) 948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Ventures XI-B, L.P.
CENTRAL INDEX KEY: 0001665601
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402420
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (617) 948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Partners XI, LLC
CENTRAL INDEX KEY: 0001870316
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402426
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: 617-948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Ventures XI-A, L.P.
CENTRAL INDEX KEY: 0001665603
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402422
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (617) 948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Investment Partners XI, LLC
CENTRAL INDEX KEY: 0001665602
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402424
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: (617) 948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE
STREET 2: SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Battery Partners XI Side Fund, LLC
CENTRAL INDEX KEY: 0001869817
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40817
FILM NUMBER: 221402425
BUSINESS ADDRESS:
STREET 1: ONE MARINA PARK DRIVE, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
BUSINESS PHONE: 617-948-3600
MAIL ADDRESS:
STREET 1: ONE MARINA PARK DRIVE, SUITE 1100
CITY: BOSTON
STATE: MA
ZIP: 02210
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Amplitude, Inc.
CENTRAL INDEX KEY: 0001866692
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 201 THIRD STREET, SUITE 200
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
BUSINESS PHONE: 510 473-5668
MAIL ADDRESS:
STREET 1: 201 THIRD STREET, SUITE 200
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-11-18
0
0001866692
Amplitude, Inc.
AMPL
0001870316
Battery Partners XI, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001869817
Battery Partners XI Side Fund, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001665602
Battery Investment Partners XI, LLC
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001665600
Battery Ventures XI-A Side Fund, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001665603
Battery Ventures XI-A, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001665599
Battery Ventures XI-B Side Fund, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
0001665601
Battery Ventures XI-B, L.P.
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON
MA
02210
0
0
1
0
Class A Common Stock
2022-11-18
4
C
0
81206
0.00
A
190579
I
By Battery Investment Partners XI, LLC
Class A Common Stock
2022-11-18
4
C
0
1752173
0.00
A
4112110
I
By Battery Ventures XI-A, L.P.
Class A Common Stock
2022-11-18
4
C
0
462963
0.00
A
1086512
I
By Battery Ventures XI-B, L.P.
Class A Common Stock
2022-11-18
4
C
0
1820400
0.00
A
4272229
I
By Battery Ventures XI-A Side Fund, L.P.
Class A Common Stock
2022-11-18
4
C
0
394758
0.00
A
926395
I
By Battery Ventures XI-B Side Fund, L.P.
Class A Common Stock
2022-11-18
4
C
0
35713
0.00
A
35713
I
By Battery Investment Partners Select Fund I, L.P.
Class A Common Stock
2022-11-18
4
C
0
361099
0.00
A
361099
I
By Battery Ventures Select Fund I, L.P.
Class A Common Stock
25544
D
Class A Common Stock
8742
I
By Trust
Class A Common Stock
29930
D
Class A Common Stock
3192
I
By Trust
Class A Common Stock
39152
D
Class A Common Stock
68574
I
By Trust
Class A Common Stock
64697
I
By Trust
Class A Common Stock
39152
I
By Trust
Class A Common Stock
23604
D
Class A Common Stock
31930
D
Class A Common Stock
36642
I
By Trust
Class B Common Stock
2022-11-18
4
C
0
81206
0.00
D
Class A Common Stock
81206
0
I
By Battery Investment Partners XI, LLC
Class B Common Stock
2022-11-18
4
C
0
1752173
0.00
D
Class A Common Stock
1752173
0
I
By Battery Ventures XI-A, L.P.
Class B Common Stock
2022-11-18
4
C
0
462963
0.00
D
Class A Common Stock
462963
0
I
By Battery Ventures XI-B, L.P.
Class B Common Stock
2022-11-18
4
C
0
1820400
0.00
D
Class A Common Stock
1820400
0
I
By Battery Ventures XI-A Side Fund, L.P.
Class B Common Stock
2022-11-18
4
C
0
394758
0.00
D
Class A Common Stock
394758
0
I
By Battery Ventures XI-B Side Fund, L.P.
Class B Common Stock
2022-11-18
4
C
0
35713
0.00
D
Class A Common Stock
35713
0
I
By Battery Investment Partners Select Fund I, L.P.
Class B Common Stock
2022-11-18
4
C
0
361099
0.00
D
Class A Common Stock
361099
0
I
By Battery Ventures Select Fund I, L.P.
These shares of Class B common stock were converted on a one-for-one basis into Class A common stock.
Shares held by Battery Investment Partners XI, LLC ("BIP XI"). Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI and may be deemed to beneficially own the shares held by BIP XI. Neeraj Agrawal, Michael Brown, Jesse Feldman, Russell Fleischer, Roger Lee, Chelsea Stoner, Dharmesh Thakker, and Scott Tobin (collectively the "BP XI Managing Members") are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BIP XI. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Ventures XI-A, L.P. ("BV XI-A"). BP XI is the general partner of BV XI-A and may be deemed to beneficially own the shares held by BV XI-A. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-A. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Ventures XI-B, L.P. ("BV XI-B"). BP XI is the general partner of BV XI-B and may be deemed to beneficially own the shares held by BV XI-B. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BP XI-B. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the shares held by BV XI-A SF. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-A SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the shares held by BV XI-B SF. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BP XI-B SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). Battery Partners Select Fund I GP, LLC ("BP Select I GP") is the general partner of BIP Select I and may be deemed to beneficially own the shares held by BP Select I. The BP XI Managing Members and Morad Elhafed (collectively, the "BP Select Managing Members") are the managing members of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BIP Select I. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
Shares held by Battery Ventures Select Fund I, L.P. ("BV Select I"). Battery Partners Select Fund I, L.P. ("BP Select I") is the general partner of BV Select I, BP Select I GP is the general partner of BP Select I and may be deemed to beneficially own the shares held by BV Select I. The BP Select Managing Members are the managing members of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BV Select I. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his, her or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose.
The shares held by the Reporting Person reflect the receipt of shares pursuant to a pro rata distribution in kind, effected by BIP XI to its members for no additional consideration, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.
The shares held by the Reporting Person include the receipt of shares pursuant to pro rata distributions in kind, effected by each of BV XI-A SF and BV XI-B SF to its general partner and limited partners for no additional consideration, and the further pro rata distribution in kind by the general partner of BV XI-A SF and BV XI-B SF, for no additional consideration to its members, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.
The shares held by the Reporting Person include the receipt of shares pursuant to pro rata distributions in kind, effected by each of BV XI-A and BV XI-B to its general partner and limited partners for no additional consideration, and the further pro rata distribution in kind by the general partner of BV XI-A and BV XI-B , for no additional consideration to its members, including the Reporting Person. The receipt of such shares by the Reporting Person constituted a change in form of ownership from indirect to direct, which was exempt from reporting pursuant to Rule 16a-13.
Shares are held by Michael M. Brown.
Shares are held by The Michael M. Brown Irrevocable GST Trust of 2013 (the "Brown Trust"), of which Michael M. Brown's spouse is the trustee. Mr. Brown disclaims beneficial ownership of the shares held by the Brown Trust except to the extent of his proportionate pecuniary interest therein.
Shares are held by Jesse Feldman.
Shares are held by The Jesse Feldman Irrevocable Trust of 2016 (the "Feldman Trust"), of which Jesse Feldman's spouse is the trustee. Mr. Feldman disclaims beneficial ownership of the shares held by the Feldman Trust except to the extent of his proportionate pecuniary interest therein.
Shares are held by Russell Fleischer.
Shares are held by The Roger and Clarissa Lee Irrevocable GST Trust (the "Lee Trust"), of which Roger Lee's brother is the trustee. Mr. Lee disclaims beneficial ownership of the shares held by the Lee Trust except to the extent of his proportionate pecuniary interest therein.
Shares are held by the Stoner Spiller Family Trust (the "Stoner Trust"), of which Chelsea R. Stoner is a trustee. Ms. Stoner disclaims beneficial ownership of the shares held by the Stoner Trust except to the extent of her proportionate pecuniary interest therein.
Shares are held by the STAM Family Revocable Living Trust (the "Thakker Trust"), of which Dharmesh Thakker is a trustee. Mr. Thakker disclaims beneficial ownership of the shares held by the Thakker Trust except to the extent of his proportionate pecuniary interest therein.
Shares are held by Scott R. Tobin.
Shares are held by Neeraj Agrawal.
Shares are held by the Neeraj Agrawal Irrevocable GST Trust (the "Agrawal Trust"), of which Mr. Agrawal's spouse is the trustee. Mr. Agrawal disclaims beneficial ownership of the securities held by the Agrawal Trust except to the extent of his proportionate pecuniary interest therein.
The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will convert automatically into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions or (b) the date that is six months following the date on which none of the Issuer's founders is an employee or director of the Issuer (unless a founder has rejoined the Issuer during such six-month period).
1 of 2: The number of joint filers exceeds the EDGAR maximum of 10 joint filers per Form. This Form 4 is being filed in conjunction with a Form 4 being filed by Neeraj Agrawal and other filing persons.
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI, LLC
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI Side Fund, LLC
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Investment Partners XI, LLC
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A Side Fund, L.P.
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A, L.P.
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B Side Fund, L.P.
2022-11-18
/s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B, L.P.
2022-11-18