0001209191-21-047629.txt : 20210721 0001209191-21-047629.hdr.sgml : 20210721 20210721193357 ACCESSION NUMBER: 0001209191-21-047629 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210721 FILED AS OF DATE: 20210721 DATE AS OF CHANGE: 20210721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GPI Capital Gemini HoldCo LP CENTRAL INDEX KEY: 0001860862 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40601 FILM NUMBER: 211105615 BUSINESS ADDRESS: STREET 1: C/O GPI CAPITAL, L.P. STREET 2: 1345 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 646-357-3144 MAIL ADDRESS: STREET 1: C/O GPI CAPITAL, L.P. STREET 2: 1345 AVENUE OF THE AMERICAS, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Couchbase, Inc. CENTRAL INDEX KEY: 0001845022 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 263576987 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 3250 OLCOTT STREET CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 6504177500 MAIL ADDRESS: STREET 1: 3250 OLCOTT STREET CITY: SANTA CLARA STATE: CA ZIP: 95054 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-07-21 0 0001845022 Couchbase, Inc. BASE 0001860862 GPI Capital Gemini HoldCo LP 1345 AVENUE OF THE AMERICAS FLOOR 32, SUITE C NEW YORK NY 10105 0 0 1 0 Series G Preferred Stock 0.00 Common Stock 4096192 D Immediately prior to the completion of the Issuer's initial public offering, each share of Series G Preferred Stock is convertible into shares of the Issuer's Common Stock, par value $0.00001 per share, on an expected 1.06673317089756-for-one basis and has no expiration date. GPI Capital LLC is the sole member of GPI GP Limited, which is the general partner of GPI GP LP, which is the general partner of GPI Capital Gemini HoldCo LP, or GPI. Aleksander J. Migon is a member of the Issuer's board of directors and Messrs. Migon, William T. Royan and Khai Ha are Managing Partners and members of the Investment Committee of GPI Capital, LLC and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by GPI. Messrs. Migon, Royan and Ha disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein. The address for GPI is 1345 Avenue of the Americas, 32nd Floor, New York, New York 10105. GPI Capital Gemini HoldCo LP, By: Mateo Goldman, as Attorney in Fact 2021-07-21