0001894090-22-000003.txt : 20221108
0001894090-22-000003.hdr.sgml : 20221108
20221108164421
ACCESSION NUMBER: 0001894090-22-000003
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221104
FILED AS OF DATE: 20221108
DATE AS OF CHANGE: 20221108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Binder Clip Holdings LLC
CENTRAL INDEX KEY: 0001893905
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41065
FILM NUMBER: 221369579
BUSINESS ADDRESS:
STREET 1: PAUL HASTINGS LLP
STREET 2: 200 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10166
BUSINESS PHONE: (202) 551-1737
MAIL ADDRESS:
STREET 1: PAUL HASTINGS LLP
STREET 2: 200 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10166
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Appboy BH LLC
CENTRAL INDEX KEY: 0001950486
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41065
FILM NUMBER: 221369578
BUSINESS ADDRESS:
STREET 1: C/O APRIO
STREET 2: 7 PENN PLAZA, SUITE 210
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: (646) 859-8106
MAIL ADDRESS:
STREET 1: C/O APRIO
STREET 2: 7 PENN PLAZA, SUITE 210
CITY: NEW YORK
STATE: NY
ZIP: 10001
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MCG7 Capital Inc.
CENTRAL INDEX KEY: 0001894090
STATE OF INCORPORATION: A1
FISCAL YEAR END: 0731
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41065
FILM NUMBER: 221369580
BUSINESS ADDRESS:
STREET 1: FASKEN, SUITE 2900
STREET 2: 550 BURRARD STREET
CITY: VANCOUVER
STATE: A1
ZIP: V6C 0A3
BUSINESS PHONE: (202) 551-1737
MAIL ADDRESS:
STREET 1: C/O PAUL HASTINGS LLP
STREET 2: 200 PARK AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10166
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Braze, Inc.
CENTRAL INDEX KEY: 0001676238
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 452505271
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 330 WEST 34TH STREET, FLOOR 18
CITY: NEW YORK
STATE: NY
ZIP: 10001
BUSINESS PHONE: (609) 964-0585
MAIL ADDRESS:
STREET 1: 330 WEST 34TH STREET, FLOOR 18
CITY: NEW YORK
STATE: NY
ZIP: 10001
FORMER COMPANY:
FORMER CONFORMED NAME: Appboy, Inc.
DATE OF NAME CHANGE: 20160602
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2022-11-04
0
0001676238
Braze, Inc.
BRZE
0001894090
MCG7 Capital Inc.
C/O PAUL HASTINGS LLP
200 PARK AVENUE
NEW YORK
NY
10166
0
0
1
0
0001893905
Binder Clip Holdings LLC
C/O PAUL HASTINGS LLP
200 PARK AVENUE
NEW YORK
NY
10166
0
0
1
0
0001950486
Appboy BH LLC
C/O APRIO
7 PENN PLAZA, SUITE 210
NEW YORK
NY
10001
0
0
1
0
Class A Common Stock
2022-11-04
4
C
0
1000000
A
4000000
I
see footnote
Class A Common Stock
2022-11-07
4
C
0
355448
A
4355448
I
see footnote
Class A Common Stock
2022-11-07
4
J
0
355448
D
4355448
I
see footnote
Class B Common Stock
2022-11-04
4
C
0
1000000
0
D
Class A Common Stock
1000000
4634408
I
see footnote
Class B Common Stock
2022-11-07
4
C
0
355448
0
D
Class A Common Stock
355448
4278960
I
see footnote
Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), was converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder.
The shares held by Binder Clip Holdings LLC ("Binder"), the indirect wholly-owned subsidiary of MCG7 Capital Inc. ("MCG7"), may be deemed to be beneficially owned by MCG7. Voting and dispositive power with respect to the shares held by Binder is exercised by the board of managers of Binder. The board of directors of MCG7 and the board of managers of Binder are composed of the same three individuals, Laurent Attar, Zev Zlotnick and Jacob Horowitz. Decisions of MCG7 are made by a vote of a majority of directors, and as a result, no single person has voting or dispositive authority over such securities. Each director of MCG7 and each manager of Binder disclaims beneficial ownership of such securities.
The 355,448 Class A shares held by Binder were contributed to its direct, wholly-owned subsidiary, Appboy BH LLC ("Appboy").
Contribution to wholly-owned subsidiary for no cash consideration.
The shares held by Appboy, the direct wholly-owned subsidiary of Binder, which is the indirect, wholly-owned subsidiary of MCG7, may be deemed to be beneficially owned by MCG7. Voting and dispositive power with respect to the shares held by Appboy is exercised by the board of managers of Appboy. Voting and dispositive power with respect to the shares held by Binder is exercised by the board of managers of Binder. The board of directors of MCG7, the board of managers of Binder, and the board of managers of Appboy are composed of the same three individuals, Laurent Attar, Zev Zlotnick and Jacob Horowitz. Decisions of MCG7 are made by a vote of a majority of directors, and as a result, no single person has voting or dispositive authority over such securities. Each director of MCG7, each manager of Binder, and each manager of Appboy disclaims beneficial ownership of such securities.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock (A) at any time at the option of the Reporting Person or (B) automatically upon the occurrence of the following: (1) the transfer of such share of Class B Common Stock, except for certain transfers whereby the Reporting Person continues to hold sole voting and dispositive power with respect to each such share, (2) the death of a Class B common stockholder who is a natural person, (3) the last trading day of the fiscal quarter immediately following the fifth anniversary of the Issuer's initial public offering, (4) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock and (5) the last trading day of the fiscal quarter during which the then outstanding shares of Class B Common Stock first represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock.
MCG7 Capital Inc., by /s/ Jacob Horowitz, Director
2022-11-08
Binder Clip Holdings LLC, by /s/ Jacob Horowitz, Manager
2022-11-08
Appboy BH LLC, by /s/ Jacob Horowitz, Manager
2022-11-08