0001181431-13-057412.txt : 20131106 0001181431-13-057412.hdr.sgml : 20131106 20131106195243 ACCESSION NUMBER: 0001181431-13-057412 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131106 FILED AS OF DATE: 20131106 DATE AS OF CHANGE: 20131106 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TWITTER, INC. CENTRAL INDEX KEY: 0001418091 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 208913779 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1355 MARKET STREET, SUITE 900 CITY: San Francisco STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 222-9670 MAIL ADDRESS: STREET 1: 1355 MARKET STREET, SUITE 900 CITY: San Francisco STATE: CA ZIP: 94103 FORMER COMPANY: FORMER CONFORMED NAME: Twitter Inc DATE OF NAME CHANGE: 20071109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RTLC, LLC CENTRAL INDEX KEY: 0001504326 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36164 FILM NUMBER: 131198035 BUSINESS ADDRESS: STREET 1: 260 EAST BROWN STREET STREET 2: SUITE 380 CITY: BIRMINGHAM STATE: MI ZIP: 48009 BUSINESS PHONE: 248-594-4751 MAIL ADDRESS: STREET 1: 260 EAST BROWN STREET STREET 2: SUITE 380 CITY: BIRMINGHAM STATE: MI ZIP: 48009 3 1 rrd394402.xml FORM 3 X0206 3 2013-11-06 0 0001418091 TWITTER, INC. TWTR 0001504326 RTLC, LLC C/O JP MORGAN INVESTMENT MANAGEMENT INC. 270 PARK AVENUE NEW YORK NY 10017 0 0 1 0 Common Stock 6652126 I See footnote Series A Preferred Stock Common Stock 18320186 I See footnote Series C Preferred Stock Common Stock 2812757 I See footnote Series D Preferred Stock Common Stock 944459 I See footnote Series E Preferred Stock Common Stock 3435699 I See footnote Represents shares of common stock held by Institutional Associates Fund, LLC ("IAF"). In order to make certain dispositions of its securities, IAF is required to obtain the consent of RTLC, LLC. RTLC, LLC disclaims pecuniary interest in such shares except to the extent of its economic interest. The Series A preferred stock is convertible into common stock on a one-for-one basis and has no expiration date. Immediately prior to the consummation of the Issuer's initial public offering, all shares of Series A preferred stock will automatically convert into shares of common stock of the Issuer. Represents shares of Series A preferred stock held by IAF. In order to make certain dispositions of its securities, IAF is required to obtain the consent of RTLC, LLC. RTLC, LLC disclaims pecuniary interest in such shares except to the extent of its economic interest. The Series C preferred stock is convertible into common stock on a one-for-one basis and has no expiration date. Immediately prior to the consummation of the Issuer's initial public offering, all shares of Series C preferred stock will automatically convert into shares of common stock of the Issuer. Represents shares of Series C preferred stock held by IAF. In order to make certain dispositions of its securities, IAF is required to obtain the consent of RTLC, LLC. RTLC, LLC disclaims pecuniary interest in such shares except to the extent of its economic interest. The Series D preferred stock is convertible into common stock on a one-for-one basis and has no expiration date. Immediately prior to the consummation of the Issuer's initial public offering, all shares of Series D preferred stock will automatically convert into shares of common stock of the Issuer. Represents shares of Series D preferred stock held by IAF. In order to make certain dispositions of its securities, IAF is required to obtain the consent of RTLC, LLC. RTLC, LLC disclaims pecuniary interest in such shares except to the extent of its economic interest. The Series E preferred stock is convertible into common stock on a one-for-one basis and has no expiration date. Immediately prior to the consummation of the Issuer's initial public offering, all shares of Series E preferred stock will automatically convert into shares of common stock of the Issuer. Represents shares of Series E preferred stock held by IAF. In order to make certain dispositions of its securities, IAF is required to obtain the consent of RTLC, LLC. RTLC, LLC disclaims pecuniary interest in such shares except to the extent of its economic interest. /s/ Tyler Jayroe, RTLC, LLC, By: J.P. Morgan Investment Management Inc., By: Tyler Jayroe, Executive Director 2013-11-06