SEC Form 4 · accession 0001082906-17-000009
GoDaddy Inc. · GDDY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jay C Hoag
10% Owner · Other
Jon Q Reynolds Jr.
10% Owner · Other
John Drew
10% Owner · Other
Robert Trudeau
10% Owner · Other
David Yuan
10% Owner · Other
John C. Rosenberg
10% Owner · Other
Vii(a) L P Tcv
10% Owner · Other
TCV VII LP
10% Owner · Other
Christopher P Marshall
10% Owner · Other
Timothy P McAdam
10% Owner · Other
Period of report
May 10, 2017
Accepted (ET)
May 12, 2017 · 6:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609711
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | May 10, 2017 | C | 2,040,528 | — | A | 2,040,528 | I | TCV VII, L.P. |
| Class A Common StockF3,F2 | May 10, 2017 | S | 2,040,528 | $37.4413 | D | 0 | I | TCV VII, L.P. |
| Class A Common StockF3,F4 | May 10, 2017 | S | 1,551,300 | $37.4413 | D | 3,297,707 | I | TCV VII (A), L.P. |
| Class A Common StockF1,F5 | May 10, 2017 | C | 17,683 | — | A | 17,683 | I | TCV Member Fund, L.P. |
| Class A Common StockF3,F5 | May 10, 2017 | S | 17,683 | $37.4413 | D | 0 | I | TCV Member Fund, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Units of Desert Newco, LLCF2,F6 | — | May 10, 2017 | C | 2,040,528 | D | — | — | Class A Common Stock | 2,040,258 | 7,296,632 | I |
| Units of Desert Newco, LLCF5,F6 | — | May 10, 2017 | C | 17,683 | D | — | — | Class A Common Stock | 17,683 | 63,230 | I |
| Units of Desert Newco, LLCF2,F1 | — | May 10, 2017 | S | 946,626 | D | — | — | Class A Common Stock | 946,626 | 6,350,006 | I |
| Units of Desert Newco, LLCF5,F1 | — | May 10, 2017 | S | 8,203 | D | — | — | Class A Common Stock | 8,203 | 55,027 | I |
Explanation of responses
- F1Pursuant to the terms of an exchange agreement, "Units of Desert Newco, LLC", which represent limited liability company units of Desert Newco, LLC, and an equal number of shares of Class B Common Stock of GoDaddy Inc. (the "Issuer"), were exchanged on a one-for-one basis for shares of Class A Common Stock of the Issuer.
- F2These securities are directly held by TCV VII, L.P. Richard H. Kimball, Jay C. Hoag, Christopher P. Marshall, Jon Q. Reynolds, Jr., John L. Drew, Robert W. Trudeau, Timothy P. McAdam, John C. Rosenberg and David L. Yuan (collectively, the "TCM VII Directors") are Class A Directors of Technology Crossover Management VII, Ltd. ("Management VII") and limited partners of Technology Crossover Management VII, L.P. ("TCM VII"). Management VII is the general partner of TCM VII, which is the general partner of TCV VII, L.P. The TCM VII Directors, Management VII and TCM VII may be deemed to beneficially own the securities held by TCV VII, L.P., but each of the TCM VII Directors, Management VII and TCM VII disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- F3This amount represents the $38.50 secondary public offering price per share of Class A Common Stock of the Issuer less the underwriting discount of $1.05875 per share.
- F4These securities are directly held by TCV VII (A), L.P. The TCM VII Directors are Class A Directors of Management VII and limited partners of TCM VII. Management VII is the general partner of TCM VII, which is the general partner of TCV VII (A), L.P. The TCM VII Directors, Management VII and TCM VII may be deemed to beneficially own the securities held by TCV VII (A), L.P., but each of the TCM VII Directors, Management VII and TCM VII disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- F5These securities are directly held by TCV Member Fund, L.P. ("TCV MF"). The TCM VII Directors are Class A Directors of Management VII, which is a general partner of TCV MF, and limited partners of TCV MF. The TCM VII Directors and Management VII may be deemed to beneficially own the securities held by TCV MF, but the TCM VII Directors and Management VII each disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- F6Pursuant to an exchange agreement, Units of Desert Newco, LLC are exchangeable on a one-on-one basis for shares of Class A Common Stock at the discretion of the holder. The exchange rights under this exchange agreement do not expire.
- F7Represents a purchase of limited liability company units of Desert Newco, LLC, by the Issuer at $38.50 per share, the public offering price per share of Class A Common Stock, less an amount equal to the underwriting discount of $1.05875 per share. In connection with the purchase, an equivalent number of shares of Class B Common Stock of the Issuer were cancelled.
Remarks
This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by Richard H. Kimball, TCV Member Fund, L.P., Technology Crossover Management VII, L.P., and Technology Crossover Management VII, Ltd. on May 12, 2017.