0000950170-23-064592.txt : 20231116 0000950170-23-064592.hdr.sgml : 20231116 20231116175944 ACCESSION NUMBER: 0000950170-23-064592 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231114 FILED AS OF DATE: 20231116 DATE AS OF CHANGE: 20231116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE CAPITAL PARTNERS II LP CENTRAL INDEX KEY: 0001401366 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40508 FILM NUMBER: 231415815 BUSINESS ADDRESS: STREET 1: 160 BOVET ROAD CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: 160 BOVET ROAD CITY: SAN MATEO STATE: CA ZIP: 94402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE GP PARTNERS, LLC CENTRAL INDEX KEY: 0001589115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40508 FILM NUMBER: 231415813 BUSINESS ADDRESS: STREET 1: PIER 5, THE EMBARCADERO STREET 2: STE 102 CITY: SAN FRANCISCO STATE: CA ZIP: 94111-2094 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: PIER 5, THE EMBARCADERO STREET 2: STE 102 CITY: SAN FRANCISCO STATE: CA ZIP: 94111-2094 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMERGENCE EQUITY PARTNERS II, L.P. CENTRAL INDEX KEY: 0001589107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40508 FILM NUMBER: 231415814 BUSINESS ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 650-573-3100 MAIL ADDRESS: STREET 1: 160 BOVET ROAD STREET 2: SUITE 300 CITY: SAN MATEO STATE: CA ZIP: 94402 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Doximity, Inc. CENTRAL INDEX KEY: 0001516513 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 272485512 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 500 THIRD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 BUSINESS PHONE: (650) 549-4330 MAIL ADDRESS: STREET 1: 500 THIRD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 4 1 ownership.xml 4 X0508 4 2023-11-14 0001516513 Doximity, Inc. DOCS 0001401366 EMERGENCE CAPITAL PARTNERS II LP C/O EMERGENCE CAPITAL 5 PIER, STE. 102 SAN FRANCISCO CA 94111 false false true false 0001589107 EMERGENCE EQUITY PARTNERS II, L.P. C/O EMERGENCE CAPITAL 5 PIER, STE. 102 SAN FRANCISCO CA 94111 false false true false 0001589115 EMERGENCE GP PARTNERS, LLC C/O EMERGENCE CAPITAL 5 PIER, STE. 102 SAN FRANCISCO CA 94111 false false true false false Class A Common Stock 2023-11-14 4 C false 1446000 0.00 A 1446000 I By Emergence Capital Partners II, L.P. Class A Common Stock 2023-11-14 4 J false 1446000 0.00 D 0 I By Emergence Capital Partners II, L.P. Class A Common Stock 775000 I By Emergence Capital Opportunity I, L.P. Class B Common Stock 2023-11-14 4 C false 1446000 0.00 D Class A Common Stock 1446000 14462728 I By Emergence Capital Partners II, L.P. On November 14, 2023, Emergence Capital Partners II, L.P. ("ECP II") converted in the aggregate 1,446,000 shares of the Issuer's Class B Common Stock into 1,446,000 shares of the Issuer's Class A Common Stock. Subsequently on the same date, ECP II distributed in-kind, without consideration, all 1,446,000 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Emergence Equity Partners II, L.P. ("EEP II"), in accordance with the exemptions under Rule 16a-9 and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. Upon receipt by EEP II of its pro rata interest of the distribution (309,440 shares of Class A Common Stock), EEP II distributed in-kind, without consideration, all such shares pro-rata to its limited partners in accordance with the exemptions under Rule 16a-9 and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. These shares are held directly by ECP II. The sole general partner of ECP II is EEP II, and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP"). Each of EEP II and EGP disclaims Section 16 beneficial ownership of the shares held by ECP II, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that it is the beneficial owner of such shares for Section 16 or any other purpose. These shares are held directly by Emergence Capital Opportunity I, L.P. ("ECO I"). The sole general partner of ECO I is Emergence Equity Partners VI, L.P. ("EEP VI"), and the sole general partner of EEP VI is EGP. Each of EEP VI and EGP disclaims Section 16 beneficial ownership of the shares held by ECO I, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that it is the beneficial owner of such shares for Section 16 or any other purpose. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder, and has no expiration. Each share of Class B Common Stock will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the holder; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the IPO; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. EMERGENCE CAPITAL PARTNERS II, L.P. By: Emergence Equity Partners II, L.P., its General Partner By: Emergence GP Partners, LLC, its General Partner By: /s/ David Singer, Attorney-in-Fact 2023-11-16 EMERGENCE EQUITY PARTNERS II, L.P. By: Emergence GP Partners, LLC, its General Partner By: /s/ David Singer, Attorney-in-Fact 2023-11-16 EMERGENCE GP PARTNERS, LLC By: /s/ David Singer, Attorney-in-Fact 2023-11-16