SEC Form 4 · accession 0001104659-17-044115
Blue Apron Holdings, Inc. · APRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Joshua Kopelman
10% Owner
First Round Capital IV, L.P.
10% Owner
Christopher Fralic
10% Owner
William Trenchard
10% Owner
Robert Hayes
10% Owner
Phineas Barnes
10% Owner
Period of report
Jul 5, 2017
Accepted (ET)
Jul 7, 2017 · 6:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001701114
Table I — non-derivative securities
No Table I lines on this filing.
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 StockF3,F1,F2 | — | Jul 5, 2017 | C | 195,901 | D | — | — | Class B Common Stock | 9,795,071 | 0 | I |
| Series A Preferred StockF4,F1,F2 | — | Jul 5, 2017 | C | 3,422 | D | — | — | Class B Common Stock | 171,079 | 0 | I |
| Series B Preferred StockF3,F5,F2 | — | Jul 5, 2017 | C | 86,035 | D | — | — | Class B Common Stock | 4,301,765 | 0 | I |
| Series B Preferred StockF4,F5,F2 | — | Jul 5, 2017 | C | 1,503 | D | — | — | Class B Common Stock | 75,135 | 0 | I |
| Series C Preferred StockF3,F6,F2 | — | Jul 5, 2017 | C | 320,723 | D | — | — | Class B Common Stock | 1,603,615 | 0 | I |
| Series C Preferred StockF4,F6,F2 | — | Jul 5, 2017 | C | 5,602 | D | — | — | Class B Common Stock | 28,010 | 0 | I |
| Series D Preferred StockF3,F7,F2 | — | Jul 5, 2017 | C | 7,375 | D | — | — | Class B Common Stock | 7,375 | 0 | I |
| Series D Preferred StockF4,F7,F2 | — | Jul 5, 2017 | C | 129 | D | — | — | Class B Common Stock | 129 | 0 | I |
| Class B Common StockF2,F3 | — | Jul 5, 2017 | C | 15,707,826 | A | — | — | Class A Common Stock | 15,707,826 | 15,707,826 | I |
| Class B Common StockF2,F4 | — | Jul 5, 2017 | C | 274,353 | A | — | — | Class A Common | 274,353 | 274,353 | I |
Explanation of responses
- F1The Series A Preferred Stock automatically converted into Class B Common Stock on a 50:1 basis upon the closing of the Issuer's initial public offering of its Class A Common Stock and had no expiration date.
- F2The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis upon certain transfers of such shares and at the holder's election and has no expiration date.
- F3The reported shares are directly owned by First Round Capital IV, LP. ("FRC IV LP"). First Round Capital Management IV, L.P., the general partner of FRC IV LP, and First Round Capital Management IV, LLC, the general partner of First Round Capital Management IV, L.P., have sole dispositive and voting power of the shares directly owned by FRC IV LP, and Phineas Barnes, Christopher Fralic, Robert Hayes, Joshua Kopelman and William Trenchard may be deemed to have shared dispositive and voting power over such shares. Such persons and entities disclaim beneficial ownership over the shares held FRC IV LP except to the extent of any pecuniary interest therein.
- F4The reported shares are owned directly by First Round Capital IV Partners Fund, L.P. First Round Capital Management IV, L.P. the general partner of FRC IV LP, and First Round Capital Management IV, LLC, the general partner of First Round Capital Management IV, L.P., have sole dispositive and voting power of the shares directly owned by FRC IV LP, and Phineas Barnes, Christopher Fralic, Robert Hayes, Joshua Kopelman and William Trenchard may be deemed to have shared dispositive and voting power over such shares. Such persons and entities disclaim beneficial ownership over the shares held FRC IV LP except to the extent of any pecuniary interest therein.
- F5The Series B Preferred Stock automatically converted into Class B Common Stock on a 50:1 basis upon the closing of the Issuer's initial public offering of its Class A Common Stock and had no expiration date.
- F6The Series C Preferred Stock automatically converted into Class B Common Stock on a 5:1 basis upon the closing of the Issuer's initial public offering of its Class A Common Stock and had no expiration date.
- F7The Series D Preferred Stock automatically converted into Class B Common Stock on a 1:1 basis upon the closing of the Issuer's initial public offering of its Class A Common Stock and had no expiration date.