SEC Form 4 · accession 0001104659-17-044122
Blue Apron Holdings, Inc. · APRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert P Goodman
Director
Period of report
Jul 5, 2017
Accepted (ET)
Jul 7, 2017 · 6:07 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | — | Jul 5, 2017 | C | 0 | A | — | — | Class A Common Stock | 0 | 0 | I |
| Series A Preferred StockF2,F3,F1 | — | Jul 5, 2017 | C | 0 | D | — | — | Class B Common Stock | 0 | 0 | I |
| Series B Preferred StockF2,F4,F1 | — | Jul 5, 2017 | C | 0 | D | — | — | Class B Common Stock | 0 | 0 | I |
| Series C Preferred StockF2,F5,F1 | — | Jul 5, 2017 | C | 0 | D | — | — | Class B Common Stock | 0 | 0 | I |
| Series D Preferred StockF2,F6,F1 | — | Jul 5, 2017 | C | 0 | D | — | — | Class B Common Stock | 0 | 0 | I |
Explanation of responses
- F1The 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. As of the date hereof, Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII, L.P. ("BVP VIII", together with BVP VIII Inst referred to collectively, the "Funds") own 19,813,194 shares and 16,474,577 shares, respectively, of Class B Common Stock.
- F2The Reporting Person is a director of Deer VIII & Co. Ltd ("Deer VIII Ltd."), which is the general partner of Deer VIII & Co. L.P. ("Deer VIII LP"), which is the general partner of each of the Funds. The Reporting Person disclaims beneficial ownership of the securities held by the Funds, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in Deer VIII Ltd. and Deer VIII LP and his indirect limited partnership interest in the Funds. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities.
- F3The Series A Preferred Stock converted into Class B Common Stock on a 50-for-one basis automatically upon the closing of the isuer's initial public offering of its Class A Common Stock without payment of consideration in an exempt transaction pursuant to Rules 16b-6 and 16b-7. The Series A Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the issuer's initial public offering of its Class A Common Stock. The shares had no expiration date. Prior to the conversion, BVP VIII Inst and BVP VIII owned 161,369 shares and 134,177 shares, respectively, of Series A Preferred Stock
- F4The Series B Preferred Stock converted into Class B Common Stock on a 50-for-one basis automatically upon the closing of the isuer's initial public offering of its Class A Common Stock without payment of consideration in an exempt transaction pursuant to Rules 16b-6 and 16b-7. The Series B Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the issuer's initial public offering of its Class A Common Stock. The shares had no expiration date. Prior to the conversion, BVP VIII Inst and BVP VIII owned 191,184 shares and 158,969 shares, respectively, of Series B Preferred Stock.
- F5The Series C Preferred Stock converted into Class B Common Stock on a five-for-one basis automatically upon the closing of the isuer's initial public offering of its Class A Common Stock without payment of consideration in an exempt transaction pursuant to Rules 16b-6 and 16b-7. The Series C Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the issuer's initial public offering of its Class A Common Stock. The shares had no expiration date. Prior to the conversion, BVP VIII Inst and BVP VIII owned 396,139 shares and 329,389 shares, respectively, of Series C Preferred Stock.
- F6The Series D Preferred Stock converted into Class B Common Stock on a one-for-one basis automatically upon the closing of the isuer's initial public offering of its Class A Common Stock without payment of consideration in an exempt transaction pursuant to Rules 16b-6 and 16b-7. The Series C Preferred Stock was convertible at any time at the holder's election and automatically upon the closing of the issuer's initial public offering of its Class A Common Stock. The shares had no expiration date. Prior to the conversion, BVP VIII Inst and BVP VIII owned 204,849 shares and 170,332 shares, respectively, of Series D Preferred Stock.