0000899243-22-024196.txt : 20220627 0000899243-22-024196.hdr.sgml : 20220627 20220627163103 ACCESSION NUMBER: 0000899243-22-024196 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220616 FILED AS OF DATE: 20220627 DATE AS OF CHANGE: 20220627 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MAYFIELD XV, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0001666825 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044996 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.854.5560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MAYFIELD SELECT, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0001667217 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044993 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.854.5560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mayfield XV Management (UGP), Ltd. CENTRAL INDEX KEY: 0001708761 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044994 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508545560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mayfield XV Management (EGP), L.P. CENTRAL INDEX KEY: 0001708762 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044995 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508545560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mayfield Select Management (UGP), Ltd. CENTRAL INDEX KEY: 0001708788 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044991 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508545560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mayfield Select Management (EGP), L.P. CENTRAL INDEX KEY: 0001708789 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-40263 FILM NUMBER: 221044992 BUSINESS ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508545560 MAIL ADDRESS: STREET 1: 2484 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Grove Collaborative Holdings, Inc. CENTRAL INDEX KEY: 0001841761 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1301 SANSOME STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: (800) 231-8527 MAIL ADDRESS: STREET 1: 1301 SANSOME STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER COMPANY: FORMER CONFORMED NAME: Virgin Group Acquisition Corp. II DATE OF NAME CHANGE: 20210122 3/A 1 doc3a.xml FORM 3/A SUBMISSION X0206 3/A 2022-06-16 2022-06-21 0 0001841761 Grove Collaborative Holdings, Inc. GROV 0001666825 MAYFIELD XV, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001708762 Mayfield XV Management (EGP), L.P. 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001708761 Mayfield XV Management (UGP), Ltd. 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001667217 MAYFIELD SELECT, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001708789 Mayfield Select Management (EGP), L.P. 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001708788 Mayfield Select Management (UGP), Ltd. 2484 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 Class A Common Stock 200000 I By Mayfield Select, a Cayman Islands Exempted Limited Partnership Class B Common Stock Class A Common Stock 13312440 I By Mayfield XV, a Cayman Islands Exempted Limited Partnership Class B Common Stock Class A Common Stock 2354921 I By Mayfield Select, a Cayman Islands Exempted Limited Partnership Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company ("MF Select UGP") is the general partner of Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership ("MF Select EGP"), which is the general partner of Mayfield Select, a Cayman Islands Exempted Limited Partnership ("MF Select"). Rajeev Batra, Navin Chaddha and Urshit Parikh are the directors of MF Select UGP. As a result, each of the foregoing entities and individuals may be deemed to share beneficial ownership of the securities held of record by MF Select, but each of the individuals disclaims such beneficial ownership except to the extent of his pecuniary interest therein, if any. Mayfield XV Management (UGP), Ltd., a Cayman Islands Exempted Company ("MF XV UGP"), is the general partner of Mayfield XV Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership ("MF XV EGP"), which is the general partner of Mayfield XV, a Cayman Islands Exempted Limited Partnership ("MF XV"). Rajeev Batra, Navin Chaddha and Urshit Parikh are the directors of MF XV UGP. As a result, each of the foregoing entities and individuals may be deemed to share beneficial ownership of the securities held of record by MF XV, but each of the individuals disclaims such beneficial ownership except to the extent of his pecuniary interest therein, if any. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date. This amount includes 1,093,524 restricted shares of Class B Common Stock that will vest in two substantially equal installments if the Issuer's Class A common stock if the daily volume weighted average price ("VWAP") per share of the Issuer's Class A Common Stock for any 20 trading days within any 30-trading-day period prior to June 16, 2032 equals or exceeds the following thresholds: $12.50 and $15.00. This amount includes 193,440 restricted shares of Class B Common Stock that will vest in two substantially equal installments if the Issuer's Class A common stock if the daily volume weighted average price ("VWAP") per share of the Issuer's Class A Common Stock for any 20 trading days within any 30-trading-day period prior to June 16, 2032 equals or exceeds the following thresholds: $12.50 and $15.00. The Form 3 originally filed by the Reporting Persons inadvertently omitted the Earnout Shares held by Mayfield XV and MF Select. This amendment is being filed to correct the amounts in Table II, column 3 of the Form 3, and the information in Table I has been restated without amendment for completeness. Mayfield XV, a Cayman Islands Exempted Limited Partnership, By: Mayfield XV Management (EGP), L.P., its general partner, By: Mayfield XV Management (UGP), Ltd., its general partner, By: /s/ Paul Kohli, Authorized Signatory 2022-06-27 Mayfield XV Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, By: Mayfield XV Management (UGP), Ltd., its general partner, By: /s/ Paul Kohli, Authorized Signatory 2022-06-27 Mayfield XV Management (UGP), Ltd., a Cayman Islands Exempted Company, By: /s/ Paul Kohli, Authorized Signatory 2022-06-27 Mayfield Select, a Cayman Islands Exempted Limited Partnership, By: Mayfield Select Management (EGP), L.P., its general partner, By: Mayfield Select Management (UGP), Ltd., its general partner, By: /s/ Paul Kohli, Authorized Signatory 2022-06-27 Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, By: Mayfield Select Management (UGP), Ltd., its general partner, By: /s/ Paul Kohli, Authorized Signatory 2022-06-27 Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company, /s/ Paul Kohli, Authorized Signatory 2022-06-27