0001140361-24-014405.txt : 20240320 0001140361-24-014405.hdr.sgml : 20240320 20240320184709 ACCESSION NUMBER: 0001140361-24-014405 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240320 FILED AS OF DATE: 20240320 DATE AS OF CHANGE: 20240320 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tencent Holdings Ltd CENTRAL INDEX KEY: 0001293451 ORGANIZATION NAME: International Corp Fin STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41983 FILM NUMBER: 24768981 BUSINESS ADDRESS: STREET 1: ROOM 3506, 35TH FLOOR STREET 2: TOWER 2, LIPPO CENTRE CITY: ADMIRALTY STATE: K3 ZIP: 00000 BUSINESS PHONE: 86-755-86013388 MAIL ADDRESS: STREET 1: ROOM 3506, 35TH FLOOR STREET 2: TOWER 2, LIPPO CENTRE CITY: ADMIRALTY STATE: K3 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tencent Cloud Europe B.V. CENTRAL INDEX KEY: 0002015297 ORGANIZATION NAME: FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41983 FILM NUMBER: 24768980 BUSINESS ADDRESS: STREET 1: 29/F, THREE PACIFIC PLACE STREET 2: NO. 1 QUEENS ROAD EAST CITY: WANCHAI STATE: K3 ZIP: 00000 BUSINESS PHONE: 852-31485100 MAIL ADDRESS: STREET 1: 29/F, THREE PACIFIC PLACE STREET 2: NO. 1 QUEENS ROAD EAST CITY: WANCHAI STATE: K3 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Reddit, Inc. CENTRAL INDEX KEY: 0001713445 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] ORGANIZATION NAME: 06 Technology IRS NUMBER: 452546501 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1455 MARKET STREET, SUITE 1600 CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 891-7717 MAIL ADDRESS: STREET 1: 1548 MARKET STREET #16093 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 3 1 form3.xml FORM 3 X0206 3 2024-03-20 0 0001713445 Reddit, Inc. RDDT 0001293451 Tencent Holdings Ltd LEVEL 29, THREE PACIFIC PLACE 1 QUEEN'S ROAD EAST WANCHAI K3 HONG KONG true 0002015297 Tencent Cloud Europe B.V. LEVEL 29, THREE PACIFIC PLACE 1 QUEEN'S ROAD EAST WANCHAI K3 HONG KONG true Class A Common Stock 50425 I See footnote Class B Common Stock Class A Common Stock 437987 I See footnote Series D Preferred Stock Class B Common Stock 7984891 I See footnote Series D-1 Preferred Stock Class B Common Stock 3543124 I See footnote Series E Preferred Stock Class B Common Stock 2354370 I See footnote Series F-1 Preferred Stock Class A Common Stock 1076997 I See footnote Held of record by Jojoba Investment Limited, a wholly-owned subsidiary of Tencent Holdings Limited ("Tencent"). Held of record by Tencent Cloud Europe B.V., a wholly-owned subsidiary of Tencent. Class B Common Stock, par value $0.0001 per share, is voluntarily convertible at any time, at the holder's election, into Class A Common Stock, par value $0.0001 per share, on a one-for-one basis and has no expiration date. Each of the Series D Preferred Stock and Series E Preferred Stock, each with a par value of $0.0001 per share, is voluntarily convertible on a one-for-one basis into shares of Class B Common Stock, prior to the closing of the initial public offering and has no expiration date. Upon the closing of the Issuer's initial public offering, all shares of Series D Preferred Stock and Series E Preferred Stock will convert automatically into shares of Class B Common Stock. The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a one-for-one basis. The Series D-1 Preferred Stock, par value of $0.0001 per share, is voluntarily convertible to Class D Preferred Stock on a one-for-one basis to the extent the sum of the voting power of all the shares of the capital stock of the Issuer held by Tencent Cloud Europe B.V. does not exceed 9.9% of all of the then-outstanding shares of the capital stock of the Issuer prior to the closing of the initial public offering. The Series D-1 Preferred Stock is also voluntarily convertible to Class B Common Stock on a one-for-one basis prior to the closing of the initial public offering and has no expiration date. Upon the closing of the Issuer's initial public offering, all shares of Series D-1 Preferred Stock will convert automatically into shares of Class B Common Stock. The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a one-for-one basis. The Series F-1 Preferred Stock, par value of $0.0001 per share, is voluntarily convertible to Class A Common Stock, on a one-for-one basis prior to the closing of the initial public offering and has no expiration date. Upon the closing of the Issuer's initial public offering, all shares of Series F-1 Preferred Stock will convert automatically into shares of Class A Common Stock. Tencent Holdings Limited By: /s/ Ma Huateng, Director 2024-03-18 Tencent Cloud Europe B.V. By: /s/ Constant Pieter van der Merwe, Director 2024-03-18