0000899243-21-036107.txt : 20210915 0000899243-21-036107.hdr.sgml : 20210915 20210915172101 ACCESSION NUMBER: 0000899243-21-036107 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210915 FILED AS OF DATE: 20210915 DATE AS OF CHANGE: 20210915 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weiss Warren M CENTRAL INDEX KEY: 0001399347 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40787 FILM NUMBER: 211256116 MAIL ADDRESS: STREET 1: FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ForgeRock, Inc. CENTRAL INDEX KEY: 0001543916 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 331223363 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (415) 599-1100 MAIL ADDRESS: STREET 1: 201 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-09-15 0 0001543916 ForgeRock, Inc. FORG 0001399347 Weiss Warren M 201 MISSION STREET, SUITE 2900 SAN FRANCISCO CA 94105 1 0 0 0 Series B Preferred Stock Common Stock 6655448 I See Footnote Series B Preferred Stock Common Stock 101352 I See Footnote Series C Preferred Stock Common Stock 1184254 I See Footnote Series C Preferred Stock Common Stock 18034 I See Footnote Series D Preferred Stock Common Stock 371698 I See Footnote Series D Preferred Stock Common Stock 5660 I See Footnote Series E Preferred Stock Common Stock 204244 I See Footnote Series E Preferred Stock Common Stock 3110 I See Footnote All shares of Series B Preferred Stock, par value $0.001 per share ("Series B Preferred Stock"), Series C Preferred Stock, par value $0.001 per share ("Series C Preferred Stock"), Series D Preferred Stock, par value $0.001 per share ("Series D Preferred Stock") and Series E Preferred Stock, par value $0.001 per share ("Series E Preferred Stock"), of ForgeRock, Inc. (the "Issuer") will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering (the "IPO") of its Class A common stock, par value $0.001 per share ("Class A Common Stock"), without payment of consideration. Immediately thereafter, but still prior to the closing of the IPO, all shares of Common Stock will be reclassified into shares of the Issuer's Class B common stock, par value $0.001 per share ("Class B Common Stock"). Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer. Each of the Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock has no expiration date. Shares are held by Foundation Capital VII, L.P. As a managing member of Foundation Capital Management Co. VII, L.L.C., the general partner of Foundation Capital VII, L.P., Mr. Weiss may be deemed to beneficially own the shares held by Foundation Capital VII, L.P. Mr. Weiss disclaims beneficial ownership of the shares held by Foundation Capital VII, L.P., except to the extent of his pecuniary interest therein. Shares are held by Foundation Capital VII Principals Fund, L.L.C. As a managing member of Foundation Capital Management Co. VII, L.L.C., the manager of Foundation Capital VII Principals Fund, L.L.C., Mr. Weiss may be deemed to beneficially own the shares held by Foundation Capital VII Principals Fund, L.L.C. Mr. Weiss disclaims beneficial ownership of the shares held by Foundation Capital VII Principals Fund, L.L.C., except to the extent of his pecuniary interest therein. Exhibit 24 - Power of Attorney /s/ Samuel J. Fleischmann, by Power of Attorney for Warren M. Weiss 2021-09-15 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               POWER OF ATTORNEY

        The undersigned, as a Section 16 reporting person of ForgeRock, Inc.
(the "Company"), hereby constitutes and appoints Sam Fleischmann, Sheri Piazza
and Amy B. Martin as the undersigned's true and lawful attorney-in-fact to:

        1.    complete and execute Forms 3, 4 and 5 and other forms and all
              amendments thereto as such attorney-in-fact shall in his
              discretion determine to be required or advisable pursuant to
              Section 16 of the Securities Exchange Act of 1934 (as amended) and
              the rules and regulations promulgated thereunder, or any successor
              laws and regulations, as a consequence of the undersigned's
              ownership, acquisition or disposition of securities of the
              Company; and

        2.    do all acts necessary in order to file such forms with the SEC,
              any securities exchange or national association, the Company and
              such other person or agency as the attorney-in-fact shall deem
              appropriate.

        The undersigned hereby ratifies and confirms all that said attorney-in-
fact and agents shall do or cause to be done by virtue hereof.  The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming, nor is the Company assuming,
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorney-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date set forth below.

                                        Warren M. Weiss


                                        Signature:     /s/ Warren M. Weiss
                                                   -----------------------------

                                        Date:    September 10, 2021
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