X0206 3 2020-01-30 0 0001404123 1Life Healthcare Inc ONEM 0001190193 SPURLOCK STEVEN M C/O BENCHMARK 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190192 BALKANSKI ALEXANDRE 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001219230 FENTON PETER H 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190191 GURLEY J WILLIAM 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001190213 HARVEY KEVIN 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001183234 KAGLE ROBERT 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 0001091435 LASKY MITCHELL 2965 WOODSIDE ROAD WOODSIDE CA 94062 0 0 1 0 Common Stock 187000 I See Footnote Series B Preferred Stock Common Stock 5749630 I See Footnote Series C Preferred Stock Common Stock 3736192 I See Footnote Series D Preferred Stock Common Stock 3046168 I See Footnote Series E Preferred Stock Common Stock 679393 I See Footnote Series G Preferred Stock Common Stock 220217 I See Footnote Warrant (Right to Buy) 6.5858 2020-10-03 Series G Preferred Stock 11010 I See Footnote Securities held by Benchmark Capital Partners V, L.P. ("BCP V"), as nominee for BCP V, Benchmark Founders' Fund V, L.P. ("BFF V"), Benchmark Founders' Fund V-A, L.P. ("BFF V-A"), Benchmark Founders' Fund V-B, L.P. ("BFF V-B"), and related individuals. Benchmark Capital Management Co. V, L.L.C. ("BCMC V"), the general partner of BCP V, BFF V, BFF V-A and BFF V-B, may be deemed to have sole voting and dispositive power over the securities. Bruce W. Dunlevie, a member of the Issuer's board of directors, Alexandre Balkanski, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock are the managing members of BCMC V, and each of them may be deemed to share voting and dispositive power over the securities held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of the securities, except to the extent of such person or entity's pecuniary interest in such securities. Each share of Issuer's Preferred Stock will automatically convert into an equal number of shares of Issuer's Common Stock upon the closing of the Issuer's initial public offering and has no expiration date. Shares subject to the warrant are immediately exercisable. This report is one of three reports, each on a separate Form 3, but relating to the same holdings being filed by entities affiliated with Benchmark and their applicable members. /s/ Steven M. Spurlock 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for Alexandre Balkanski 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for Peter H. Fenton 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for J. William Gurley 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for Kevin R. Harvey 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for Robert C. Kagle 2020-01-30 /s/ Steven M. Spurlock, by power of attorney for Mitchell H. Lasky 2020-01-30