0001209191-20-019856.txt : 20200317 0001209191-20-019856.hdr.sgml : 20200317 20200317211754 ACCESSION NUMBER: 0001209191-20-019856 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200313 FILED AS OF DATE: 20200317 DATE AS OF CHANGE: 20200317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund I, L.P. CENTRAL INDEX KEY: 0001466249 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722974 BUSINESS ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6503212400 MAIL ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund I-A, L.P. CENTRAL INDEX KEY: 0001466268 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722975 BUSINESS ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6503212400 MAIL ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Horowitz Fund I-B, L.P. CENTRAL INDEX KEY: 0001466267 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722976 BUSINESS ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6503212400 MAIL ADDRESS: STREET 1: 2875 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Equity Partners I, L.L.C. CENTRAL INDEX KEY: 0001466219 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722977 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD STREET 2: SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6503212400 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD STREET 2: SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andreessen Marc L CENTRAL INDEX KEY: 0001160077 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722978 MAIL ADDRESS: STREET 1: C/O ARNOLD & PORTER LLP STREET 2: 3 EMBARCADERO CENTER 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER NAME: FORMER CONFORMED NAME: ANDREESSEN MARC L DATE OF NAME CHANGE: 20010925 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOROWITZ BENJAMIN A CENTRAL INDEX KEY: 0001166586 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722979 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD #101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: a16z Seed-III, LLC CENTRAL INDEX KEY: 0001775245 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722980 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650.798.5800 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AH Equity Partners III, L.L.C. CENTRAL INDEX KEY: 0001540361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38926 FILM NUMBER: 20722981 BUSINESS ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 798-3900 MAIL ADDRESS: STREET 1: 2865 SAND HILL ROAD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Slack Technologies, Inc. CENTRAL INDEX KEY: 0001764925 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TELEPHONE INTERCONNECT SYSTEMS [7385] IRS NUMBER: 264400325 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 500 HOWARD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (415) 630-7943 MAIL ADDRESS: STREET 1: 500 HOWARD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-03-13 1 0001764925 Slack Technologies, Inc. WORK 0001466249 Andreessen Horowitz Fund I, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001466268 Andreessen Horowitz Fund I-A, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001466267 Andreessen Horowitz Fund I-B, L.P. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001466219 AH Equity Partners I, L.L.C. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001160077 Andreessen Marc L 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001166586 HOROWITZ BENJAMIN A 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001775245 a16z Seed-III, LLC 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001540361 AH Equity Partners III, L.L.C. 2865 SAND HILL ROAD SUITE 101 MENLO PARK CA 94025 0 0 1 0 Class A Common Stock 2020-03-13 4 C 0 2188678 0.00 A 12003090 I By: Andreessen Horowitz Fund I, L.P. Class A Common Stock 2020-03-13 4 C 0 50575 0.00 A 3866994 I By: AH Parallel Fund IV, L.P. Class A Common Stock 2020-03-13 4 J 0 12003090 0.00 D 0 I By: Andreessen Horowitz Fund I, L.P. Class A Common Stock 2020-03-13 4 J 0 3866994 0.00 D 0 I By: AH Parallel Fund IV, L.P. Class A Common Stock 2020-03-13 4 J 0 1966776 0.00 A 3379919 I By: Trust Class A Common Stock 2020-03-13 4 J 0 1693429 0.00 A 3387266 I By: Trust Class A Common Stock 2020-03-13 4 J 0 60603 0.00 A 60603 I By: AH Capital Management, L.L.C. Class B Common Stock 2020-03-13 4 C 0 2188678 0.00 D Class A Common Stock 2188678 24006180 I By: Andreessen Horowitz Fund I, L.P Class B Common Stock 2020-03-13 4 C 0 50575 0.00 D Class A Common Stock 50575 7733986 I By: AH Parallel Fund IV, L.P. Class B Common Stock Class A Common Stock 42990 42990 I By: a16z Seed III, LLC Each share of Class B Common Stock is convertible without payment or consideration into one share of Class A Common Stock at the option of the holder and has no expiration date. These shares are held of record by Andreessen Horowitz Fund I, L.P., as nominee for Andreessen Horowitz Fund I, L.P., Andreessen Horowitz Fund I-A, L.P. and Andreessen Horowitz Fund I-B, L.P. (collectively, the "AH Fund I Entities"). AH Equity Partners I, L.L.C. ("AH EP I"), the general partner of the AH Fund I Entities, has sole voting and dispositive power with regard to the shares held by the AH Fund I Entities. The managing members of AH EP I are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Fund I Entities. (Continued from Footnote 2) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund I Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in the AH Fund I Entities. These shares are held of record by AH Parallel Fund IV, L.P., for itself and as nominee for AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., and AH Parallel Fund IV-Q, L.P. (collectively the "AH Parallel Fund IV Entities"). AH Equity Partners IV (Parallel), L.L.C. ("AH EP IV Parallel"), the general partner of the AH Parallel Fund IV Entities, has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund IV Entities. The managing members of AH EP IV Parallel are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel Fund IV Entities. (Continued from Footnote 4) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund IV Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in the AH Parallel Fund IV Entities. On March 13, 2020, the AH Fund I Entities distributed, for no consideration, 12,003,090 shares of Class A Common Stock of the Issuer (the "Fund I Shares") to their limited partners and to AH EP I, the general partner of the AH Fund I Entities, representing each such partner's pro rata interest in such Fund I Shares. On the same date, AH EP I distributed, for no consideration, the Fund I Shares it received in the distribution by the AH Fund I Entities to its members, representing each such member's pro rata interest in such Fund I Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. On March 13, 2020, the AH Parallel Fund IV Entities distributed, for no consideration, 3,866,994 shares of Class A Common Stock of the Issuer (the "Fund IV Shares") to their limited partners and to AH EP IV Parallel, the general partner of the AH Parallel Fund IV Entities, representing each such partner's pro rata interest in such Fund IV Shares. On the same date, AH EP IV Parallel distributed, for no consideration, the Fund IV Shares it received in the distribution by the AH Parallel Fund IV Entities to its members, representing each such member's pro rata interest in such Fund IV Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. Represents shares received by the LAMA Community Trust pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partners' members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. The shares are held of record by the LAMA Community Trust of which Marc Andreessen and his spouse are trustees. Each of the Reporting Persons disclaims the existence of a "group" and, other than Marc Andreessen, disclaims beneficial ownership of these securities, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. Represents shares received by Ben Horowitz pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partners' members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. The shares are held of record by a family trust for which Ben Horowitz is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Ben Horowitz, disclaims beneficial ownership of these securities, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. Represents shares received by AH Capital Management, L.L.C. pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partners' members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended. The shares are held of record by AH Capital Management, L.L.C. The members of AH Capital Management, L.L.C. are Marc Andreessen and Ben Horowitz, who share voting and dispositive power with respect to the shares held by AH Capital Management, L.L.C. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. These shares are held of record by a16z Seed III, LLC ("a16z Seed"). The shares held directly by a16z Seed are indirectly held by Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"), the members of a16z Seed. AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the shares held by a16z Seed. The managing members of AH EP III are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by a16z Seed. (Continued from Footnote 14) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by a16z Seed (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in a16z Seed. This Form 4 is the first of two Form 4s filed relating to the same event. Combined, the two reports report the holdings for the following reporting persons: Andreessen Horowitz Fund I, L.P., AH Equity Partners I, L.L.C., AH Parallel Fund IV, L.P., AH Equity Partners IV (Parallel), L.L.C., Marc L. Andreessen, Ben Horowitz, Andreessen Horowitz Fund I-A, L.P., Andreessen Horowitz Fund I-B, L.P., AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., AH Parallel Fund IV-Q, L.P., a16z Seed III, LLC, Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., Andreessen Horowitz Fund III-Q, L.P. and AH Equity Partners III, L.L.C. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons. Andreessen Horowitz Fund I, L.P. By: AH Equity Partners I, L.L.C. Its: General Partner By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17 Andreessen Horowitz Fund I-A, L.P. By: AH Equity Partners I, L.L.C. Its: General Partner By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17 Andreessen Horowitz Fund I-B, L.P. By: AH Equity Partners I, L.L.C. Its: General Partner By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17 AH Equity Partners I, L.L.C. By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17 Marc Andreessen /s/ Scott Kupor Scott Kupor, attorney-in-fact of Marc Andreessen 2020-03-17 Ben Horowitz /s/ Scott Kupor Scott Kupor, attorney-in-fact of Ben Horowitz 2020-03-17 a16z Seed III, LLC By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17 AH Equity Partners III, L.L.C. By: /s/ Scott Kupor Scott Kupor, Chief Operating Officer 2020-03-17