SEC Form 4 · accession 0000899243-15-008836
Block, Inc. · XYZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Vinod Khosla
10% Owner
Khosla Ventures III, L.P.
10% Owner
VK Services, LLC
10% Owner
Khosla Ventures Associates III, LLC
10% Owner
Period of report
Nov 24, 2015
Accepted (ET)
Nov 24, 2015 · 5:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001512673
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4 | Nov 24, 2015 | C | 41,614,640 | — | A | 41,614,640 | I | See footnote |
| Common StockF2,F4 | Nov 24, 2015 | C | 6,321,120 | — | A | 6,321,120 | I | See footnote |
| Common StockF3,F4 | Nov 24, 2015 | C | 2,587,020 | — | A | 2,587,020 | I | See footnote |
| Common StockF5,F4 | Nov 24, 2015 | J | 50,522,780 | — | D | 0 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF1,F4 | — | Nov 24, 2015 | C | 41,614,640 | D | — | — | Common Stock | 41,614,640 | 0 | I |
| Series B-2 Preferred StockF2,F4 | — | Nov 24, 2015 | C | 6,321,120 | D | — | — | Common Stock | 6,321,120 | 0 | I |
| Series C Preferred StockF3,F4 | — | Nov 24, 2015 | C | 2,587,020 | D | — | — | Common Stock | 2,587,020 | 0 | I |
| Class B Common StockF5,F6,F4 | — | Nov 24, 2015 | J | 50,522,780 | A | — | — | Class A Common Stock | 50,522,780 | 50,522,780 | I |
Explanation of responses
- F1The Series A Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F2The Series B-2 Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F3The Series C Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F4Consists of securities held of record by Khosla Ventures III, L.P. ("KV III"), of which Khosla Ventures Associates III, LLC ("KVA III") is the general partner. Vinod Khosla is the managing member of VK Services, LLC ("VK Services"), which is the manager of KVA III. Each of KVA III, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such shares, and each of KVA III, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such shares. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
- F5Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
- F6Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.