0001181431-14-019834.txt : 20140515 0001181431-14-019834.hdr.sgml : 20140515 20140515175138 ACCESSION NUMBER: 0001181431-14-019834 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140513 FILED AS OF DATE: 20140515 DATE AS OF CHANGE: 20140515 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: zulily, inc. CENTRAL INDEX KEY: 0001478484 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 271202150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2601 ELLIOTT AVENUE, SUITE 200 CITY: SEATTLE STATE: WA ZIP: 98121 BUSINESS PHONE: (877) 779-5614 MAIL ADDRESS: STREET 1: 2601 ELLIOTT AVENUE, SUITE 200 CITY: SEATTLE STATE: WA ZIP: 98121 FORMER COMPANY: FORMER CONFORMED NAME: Zulily, Inc. DATE OF NAME CHANGE: 20091217 FORMER COMPANY: FORMER CONFORMED NAME: BSI Holdings, Inc. DATE OF NAME CHANGE: 20091210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEVITAN DAN CENTRAL INDEX KEY: 0001202435 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36188 FILM NUMBER: 14849230 MAIL ADDRESS: STREET 1: 505 FIFTH AVE S STREET 2: STE 600 CITY: SEATTLE STATE: WA ZIP: 98104 4 1 rrd409592.xml FORM 4 X0306 4 2014-05-13 0 0001478484 zulily, inc. ZU 0001202435 LEVITAN DAN 411 FIRST AVENUE SOUTH, SUITE 600 SEATTLE WA 98104 1 0 0 0 Class A Common Stock 2014-05-13 4 C 0 5000000 A 5000000 I See note Class A Common Stock 2014-05-14 4 J 0 5000000 0 D 0 I See note Class A Common Stock 2014-05-14 4 J 0 962000 0 A 962000 I See note Class A Common Stock 2014-05-14 4 J 0 962000 0 D 0 I See note Class A Common Stock 2014-05-14 4 J 0 191638 0 A 191638 D Class A Common Stock 2014-05-14 4 J 0 59406 0 A 251045 D Class A Common Stock 2014-05-14 4 J 0 14851 0 A 14851 I See note Class A Common Stock 2014-05-14 4 J 0 96261 0 A 96261 I See note Class A Common Stock 2014-05-14 4 S 0 19350 28.88 D 76911 I See note Class A Common Stock 2014-05-14 4 S 0 6088 30.09 D 70823 I See note Class B Common Stock 2014-05-13 4 C 0 5000000 D Class A Common Stock 5000000 19213079 I See note Includes shares held by Maveron Equity Partners IV, L.P. ("Maveron IV"), Maveron IV Entrepreneurs' Fund, L.P. ("Maveron-Entrepreneurs") and MEP Associates IV, L.P. ("MEP Associates"). Maveron General Partner IV LLC ("Maveron GP") serves as the general partner of each of Maveron IV, Maveron-Entrepreneurs and MEP Associates and has sole voting and investment power with respect to the shares held by Maveron IV, Maveron-Entrepreneurs and MEP Associates. Mr. Levitan is a managing member of Maveron GP. 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. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value and whether voluntary or involuntary or by operation of law, except for certain transfer described in the issuer's Amended and Restated Certificate of Incorporation, including, without limitation, certain transfers for tax and estate planning purposes. Maveron IV, Maveron-Entrepreneurs and MEP Associates made pro rata distributions for no consideration of 5,000,000 shares of common stock of the issuer to their partners on May 14, 2014 (the "Distribution"). Shares acquired by Maveron GP in connection with the Distribution of such shares to the partners of Maveron IV and Maveron-Entrepreneurs. Shares are owned directly by Maveron GP. Maveron GP made pro rata distributions for no consideration of 962,000 shares of common stock of the issuer to its members on May 14, 2014 (the "GP Distribution"). Shares acquired by the Reporting Person in connection with the GP Distribution. Shares acquired by the Reporting Person in connection with the Distribution of such shares to the partners of MEP Associates. Shares are owned directly by Dan Levitan's family trust. Shares acquired by Maveron, LLC in connection with the GP Distribution and the MEP Associates Distribution. Shares are owned directly by Maveron, LLC. Mr. Levitan is a managing member of Maveron, LLC. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.75 to $29.69, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 12 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.81 to $30.15, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 13 to this Form 4. Not applicable. The reporting person disclaims beneficial ownership of any securities except to the extent of the reporting person's pecuniary interest in such securities. /s/ Pete McCormick, acting as attorney-in-fact for Dan Levitan 2014-05-15