SEC Form 4 · accession 0001140361-18-035596
Sonos Inc · SONO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
(Jersey) SLP Yucca
10% Owner
Period of report
Aug 6, 2018
Accepted (ET)
Aug 6, 2018 · 4:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001314727
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 6, 2018 | C | 10,931,734 | — | A | 10,931,734 | D | |
| Common StockF1,F2,F3,F4 | Aug 6, 2018 | C | 381,380 | — | A | 1,092,096 | I | See footnotes |
| Common StockF1,F3,F5 | Aug 6, 2018 | C | 56,850 | — | A | 60,420 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Preferred StockF1 | — | Aug 6, 2018 | C | 10,931,734 | D | — | — | Common Stock | 10,931,734 | 0 | D |
| Series C Preferred StockF2,F3,F4,F1 | — | Aug 6, 2018 | C | 381,380 | D | — | — | Common Stock | 381,380 | 0 | I |
| Series C Preferred StockF3,F5,F1 | — | Aug 6, 2018 | C | 56,850 | D | — | — | Common Stock | 56,850 | 0 | I |
Explanation of responses
- F1In connection with the consummation of the Issuer's initial public offering on August 6, 2018, each share of Preferred Stock automatically converted into one (1) share of the Issuer's Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.
- F2The shares are held directly by Index Ventures Growth I Parallel Entrepreneur Fund (Jersey), L.P. ("Index I Parallel")
- F3Michelangelo Volpi, a member of the Issuer's Board of Directors, is a partner with the Index Ventures group. Advisors within the Index Ventures group provide advice to Index Ventures Growth I (Jersey), L.P. ("Index I"), Index I Parallel and Yucca (Jersey) SLP (collectively, the "Index Funds"). Mr. Volpi is involved in making recommendations to the Index Funds, but does not hold voting or dispositive power over the shares held by the Index Funds. Mr. Volpi disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
- F4Index Venture Growth Associates I Limited ("IVGA I") is the general partner of Index I and Index I Parallel. Nigel Greenwood, Ian Henderson, Sinead Meehan, Bernard Dalle, Phil Balderson and David Hall are directors of IVGA I, and share voting and dispositive power with respect to the securities held by Index I and Index I Parallel. Each of these persons disclaims beneficial ownership of these securities except to the extent of his or her pecuniary interest therein.
- F5The shares are held directly by Yucca (Jersey) SLP ("Yucca"). Yucca is a co-investment vehicle that is contractually required to mirror the investment of Index I and Index I Parallel. The corporate general partner of Yucca is Yucca Associates Limited. Nigel T. Greenwood and Ian J. Henderson are directors of Yucca Associates Limited and share voting and dispositive power with respect to the securities held by Yucca. Each of these persons disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.