0001209191-20-051365.txt : 20200921
0001209191-20-051365.hdr.sgml : 20200921
20200921183310
ACCESSION NUMBER: 0001209191-20-051365
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20200921
FILED AS OF DATE: 20200921
DATE AS OF CHANGE: 20200921
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Capital Management Co. VI, L.L.C.
CENTRAL INDEX KEY: 0001572569
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39495
FILM NUMBER: 201187456
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BENCHMARK CAPITAL PARTNERS VI LP
CENTRAL INDEX KEY: 0001426303
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39495
FILM NUMBER: 201187457
BUSINESS ADDRESS:
STREET 1: 280 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-8180
MAIL ADDRESS:
STREET 1: 280 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BENCHMARK FOUNDERS FUND VI LP
CENTRAL INDEX KEY: 0001432812
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39495
FILM NUMBER: 201187458
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Founders Fund VI-B, L.P.
CENTRAL INDEX KEY: 0001572570
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39495
FILM NUMBER: 201187459
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Asana, Inc.
CENTRAL INDEX KEY: 0001477720
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 263912448
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1550 BRYANT STREET, SUITE 800
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
BUSINESS PHONE: (415) 525-3888
MAIL ADDRESS:
STREET 1: 1550 BRYANT STREET, SUITE 800
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2020-09-21
0
0001477720
Asana, Inc.
ASAN
0001572569
Benchmark Capital Management Co. VI, L.L.C.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001426303
BENCHMARK CAPITAL PARTNERS VI LP
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001432812
BENCHMARK FOUNDERS FUND VI LP
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001572570
Benchmark Founders Fund VI-B, L.P.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
Series A Preferred Stock
Existing Class B Common Stock
13461600
I
See footnote
Series B Preferred Stock
Existing Class B Common Stock
184642
I
See footnote
Series E Preferred Stock
Existing Class B Common Stock
366461
I
See footnote
The Series A Preferred Stock is convertible into existing Class B Common Stock ("Existing Class B Common Stock") on a 1:1 basis and has no expiration date. Upon filing of the Issuer's Restated Certificate of Incorporation ("Restated Charter"), all shares of Series A Preferred Stock will be converted into shares of Existing Class B Common Stock of the Issuer.
Each share of the Issuer's Existing Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock upon the option of the holder and has no expiration date. Each share of Existing Class B Common Stock is entitled to 100 votes per share. Upon filing of the Issuer's Restated Charter in connection with the Issuer's direct listing, each share of Existing Class B Common Stock will be reclassified into one share of the Issuer's Class B Common Stock, each of which is entitled to 10 votes per share.
Shares are held directly by Benchmark Capital Partners VI, L.P. ("BCP VI") for itself and as nominee for Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related individuals. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and dispositive power over the securities. Matthew R. Cohler, a member of the Issuer's board of directors, Alexandre Balkanski, Bruce W. Dunlevie, 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 VI, 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's or entity's pecuniary interest in such securities.
The Series B Preferred Stock is convertible into Existing Class B Common Stock on a 1:1 basis and has no expiration date. Upon filing of the Restated Charter, all shares of Series B Preferred Stock will be converted into shares of Existing Class B Common Stock of the Issuer.
The Series E Preferred Stock is convertible into Existing Class B Common Stock on a 1:1 basis and has no expiration date. Upon filing of the Restated Charter, all shares of Series E Preferred Stock will be converted into shares of Existing Class B Common Stock of the Issuer.
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, as Managing Member of Benchmark Capital Management Co. VI, L.L.C.
2020-09-21
/s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VI, L.L.C., the General Partner of Benchmark Capital Partners VI, L.P.
2020-09-21
/s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VI, L.L.C., the General Partner of Benchmark Founders' Fund VI, L.P.
2020-09-21
/s/ Steven M. Spurlock, as Managing Member of Benchmark Capital Management Co. VI, L.L.C., the General Partner of Benchmark Founders' Fund VI-B, L.P.
2020-09-21
EX-24.3_938004
2
poa.txt
POA DOCUMENT
AGREEMENT TO FILE JOINTLY AND STATEMENT APPOINTING DESIGNATED FILER AND
AUTHORIZED SIGNATORY
Each of the undersigned entities and individuals (collectively, the "Reporting
Persons") hereby authorizes and designates Benchmark Capital Management Co. VI,
L.L.C. or such other person or entity as is designated in writing by Steven M.
Spurlock (the "Designated Filer") as the beneficial owner to prepare and file on
behalf of such Reporting Person individually, or jointly together with the other
Reporting Persons, any and all reports, notices, communications and other
documents (including, but not limited to, reports on Schedule 13D, Schedule 13G,
Form 3, Form 4 and Form 5) that such Reporting Person may be required to file
with the United States Securities and Exchange Commission pursuant to the
Securities Act of 1933, as amended (together with the implementing regulations
thereto, the "Act"), the Securities Exchange Act of 1934, as amended (together
with the implementing regulations thereto, the "Exchange Act") or any other
state or federal agency (collectively, the "Reports") with respect to the
Reporting Person's ownership of, or transactions in, securities of any entity
whose securities are beneficially owned (directly or indirectly) by such
Reporting Person (collectively, the "Companies").
Each Reporting Person hereby further authorizes and designates Steven M.
Spurlock (the "Authorized Signatory") to execute and file on behalf of such
Reporting Person the Reports and to perform any and all other acts, which in the
opinion of the Designated Filer or Authorized Signatory may be necessary or
incidental to the performance of the foregoing powers herein granted.
The authority of the Designated Filer and the Authorized Signatory under this
Document with respect to each Reporting Person shall continue until such
Reporting Person is no longer required to file any Reports with respect to the
Reporting Person's ownership of, or transactions in, the securities of the
Companies, unless earlier revoked in writing. Each Reporting Person
acknowledges that the Designated Filer and the Authorized Signatory are not
assuming any of the Reporting Person's responsibilities to comply with the Act
or the Exchange Act.
March 21, 2013 BENCHMARK CAPITAL MANAGEMENT CO. VI, L.L.C.,
a Delaware Limited Liability Company
By: /s/ Steven M. Spurlock
Steven M. Spurlock, Managing Member
March 21, 2013 BENCHMARK CAPITAL PARTNERS VI, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
By: /s/ Steven M. Spurlock
Steven M. Spurlock, Managing Member
March 21, 2013 BENCHMARK FOUNDERS' FUND VI, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
By: /s/ Steven M. Spurlock
Steven M. Spurlock, Managing Member
March 21, 2013 BENCHMARK FOUNDERS' FUND VI-B, L.P.,
a Delaware Limited Partnership
By: Benchmark Capital Management Co. VI, L.L.C.,
a Delaware Limited Liability Company,
Its General Partner
By: /s/ Steven M. Spurlock
Steven M. Spurlock, Managing Member
March 21, 2013 By: /s/ Alexandre Balkanski
Alexandre Balkanski
March 21, 2013 By: /s/ Bruce W. Dunlevie
Bruce W. Dunlevie
March 21, 2013 By: /s/ J. William Gurley
J. William Gurley
March 21, 2013 By: /s/ Kevin R. Harvey
Kevin R. Harvey
March 21, 2013 By: /s/ Robert C. Kagle
Robert C. Kagle
March 21, 2013 By: /s/ Mitchell H. Lasky
Mitchell H. Lasky
March 21, 2013 By: /s/ Peter H. Fenton
Peter H. Fenton
March 21, 2013 By: /s/ Matthew R. Cohler
Matthew R. Cohler