0001062993-22-014179.txt : 20220602 0001062993-22-014179.hdr.sgml : 20220602 20220602173227 ACCESSION NUMBER: 0001062993-22-014179 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220525 FILED AS OF DATE: 20220602 DATE AS OF CHANGE: 20220602 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEONE DOUGLAS M CENTRAL INDEX KEY: 0001195580 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992150 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOETZ JAMES J CENTRAL INDEX KEY: 0001219231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992148 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOTHA ROELOF CENTRAL INDEX KEY: 0001222287 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992149 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL XII A DELAWARE L P CENTRAL INDEX KEY: 0001367770 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992153 BUSINESS ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: C/O SEQUOIA CAPITAL STREET 2: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC XII MANAGEMENT LLC CENTRAL INDEX KEY: 0001374246 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992154 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC U.S. VENTURE 2010 MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001611355 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992147 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL XII PRINCIPALS FUND LLC CENTRAL INDEX KEY: 0001447932 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992151 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC US GF V Holdings, Ltd. CENTRAL INDEX KEY: 0001552461 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992155 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA TECHNOLOGY PARTNERS XII A DELAWARE L P CENTRAL INDEX KEY: 0001380096 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992152 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC US (TTGP), LTD. CENTRAL INDEX KEY: 0001607841 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39778 FILM NUMBER: 22992156 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Airbnb, Inc. CENTRAL INDEX KEY: 0001559720 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340] IRS NUMBER: 263051428 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 888 BRANNAN ST. CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415.800.5959 MAIL ADDRESS: STREET 1: 888 BRANNAN ST. CITY: SAN FRANCISCO STATE: CA ZIP: 94103 4/A 1 form4a.xml AMENDED STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4/A 2022-05-25 2022-05-27 0001559720 Airbnb, Inc. ABNB 0001607841 SC US (TTGP), LTD. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001552461 SC US GF V Holdings, Ltd. 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001374246 SC XII MANAGEMENT LLC 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001367770 SEQUOIA CAPITAL XII A DELAWARE L P 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001380096 SEQUOIA TECHNOLOGY PARTNERS XII A DELAWARE L P 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001447932 SEQUOIA CAPITAL XII PRINCIPALS FUND LLC 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001195580 LEONE DOUGLAS M 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001222287 BOTHA ROELOF 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001219231 GOETZ JAMES J 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 0001611355 SC U.S. VENTURE 2010 MANAGEMENT, L.P. C/O SEQUOIA CAPITAL 2800 SAND HILL ROAD, SUITE 101 MENLO PARK CA 94025 0 0 1 0 Class A Common Stock 2022-05-31 4 J 0 8153 0 A 518657 I See Footnotes Class A Common Stock 306184 I Sequoia Capital Fund, LP Class A Common Stock 40794 I Sequoia Capital Fund Parallel, LLC Class B Common Stock 2022-05-25 4 J 0 1813067 0 A Class A Common Stock 1813067 6039832 I Sequoia Capital Fund Parallel, LLC These shares were received by Sequoia Capital U.S. Venture 2010-Seed Fund L.P. ("USV 2010-Seed") as part of a pro rata distribution-in-kind of Class A Common Stock of the Issuer to the limited partners of an investment fund. Includes shares of Class A Common Stock in the following amounts: 8,153 shares held by USV 2010-Seed, 502,758 shares held by Sequoia Capital Global Growth Fund II, L.P. ("GGF II"), and 7,746 shares held by Sequoia Capital Global Growth II Principals Fund, L.P.("GGF II PF"). The original Form 4, filed on May 27, 2022, is being amended by this Form 4 amendment to correct an administrative error, which misreported the number of securities acquired by Sequoia Capital Fund Parallel, LLC ("SCFP") on May 25, 2022. As a result of this administrative error, the number of shares beneficially owned by the reporting person following the corrected transaction reflects an increase in the number of shares reported as beneficially owned by the reporting person by 4,885 shares. SC US (TTGP), Ltd. is: (i) the general partner of SC Global Growth II Management, L.P., which is the general partner of each Sequoia Capital Global Growth Fund II, L.P. ("GGF II") and Sequoia Capital Global Growth II Principals Fund, L.P. ("GGF II PF"); and (ii) the general partner of SC U.S. Venture 2010 Management, L.P., which is the general partner of USV 2010-Seed. (cont'd) As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by GGF II, GGF II PF and USV 2010-Seed. In addition, the directors and stockholders of SC US (TTGP), Ltd. who exercise voting and investment discretion with respect to GGF II and GGF II PF are Douglas M. Leone and Roelof F. Botha. As a result, and by virtue of the relationships described in this paragraph, each such person may be deemed to share voting and dispositive power with respect to the shares held by GGF II and GGF II PF, as applicable. (cont'd) Each of SC US (TTGP), Ltd., SC Global Growth II Management, L.P., U.S. Venture 2010 Management, L.P., Mr. Leone and Mr. Botha disclaims beneficial ownership of the shares held by GGF II, GGF II PF and USV 2010-Seed, as applicable, except to the extent of its or his 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 purposes. SC US (TTGP), Ltd. is (i) the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of Sequoia Capital Fund, LP ("SCF") and the managing member of Sequoia Capital Fund Parallel, LLC ("SCFP"). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by SCF and SCFP. Each of such reporting persons disclaims beneficial ownership of the shares held by SCF and SCFP, as applicable, 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 purposes. Represents a pro rata distribution of Class A Common Stock of the Issuer to partners or members of the applicable distributing fund for no consideration and includes subsequent distributions by general partners or managing members to their respective partners or members and the contribution by such partners or members to the applicable recipient fund. Form 2 of 3; By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SCGF V Management, L.P., the General Partner of Sequoia Capital U.S. Growth Fund V, L.P. and Sequoia Capital USGF Principals Fund V, L.P., which together own 100% of SC US GF V Holdings, Ltd. By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd. 2022-06-02 See Remarks 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC XII Management, LLC 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC XII Management, LLC, the General Partner of Sequoia Capital XII, L.P. 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC XII Management, LLC, the General Partner of Sequoia Technology Partners XII, L.P. 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC XII Management, LLC, the Managing Member of Sequoia Capital XII Principals Fund, LLC 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Roelof Botha 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for James Goetz 2022-06-02 By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the General Partner of SC U.S. Venture 2010 Management, L.P., 2022-06-02