0000899243-21-044595.txt : 20211115 0000899243-21-044595.hdr.sgml : 20211115 20211115164034 ACCESSION NUMBER: 0000899243-21-044595 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211105 FILED AS OF DATE: 20211115 DATE AS OF CHANGE: 20211115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Greylock XIII Limited Partnership CENTRAL INDEX KEY: 0001474746 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40246 FILM NUMBER: 211411651 BUSINESS ADDRESS: STREET 1: 40 GROVE STREET STREET 2: SUITE 430 CITY: WELLESLEY STATE: MA ZIP: 02482 BUSINESS PHONE: 781-622-2200 MAIL ADDRESS: STREET 1: 40 GROVE STREET STREET 2: SUITE 430 CITY: WELLESLEY STATE: MA ZIP: 02482 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Greylock XIII-A Limited Partnership CENTRAL INDEX KEY: 0001474747 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40246 FILM NUMBER: 211411650 BUSINESS ADDRESS: STREET 1: 40 GROVE STREET STREET 2: SUITE 430 CITY: WELLESLEY STATE: MA ZIP: 02482 BUSINESS PHONE: 781-622-2200 MAIL ADDRESS: STREET 1: 40 GROVE STREET STREET 2: SUITE 430 CITY: WELLESLEY STATE: MA ZIP: 02482 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Greylock Discovery Fund LLC CENTRAL INDEX KEY: 0001893914 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40246 FILM NUMBER: 211411652 BUSINESS ADDRESS: STREET 1: 2550 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 781-622-2200 MAIL ADDRESS: STREET 1: 2550 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Greylock XIII GP LLC CENTRAL INDEX KEY: 0001541539 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40246 FILM NUMBER: 211411653 BUSINESS ADDRESS: STREET 1: 2550 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 781-622-2200 MAIL ADDRESS: STREET 1: 2550 SAND HILL ROAD STREET 2: SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nextdoor Holdings, Inc. CENTRAL INDEX KEY: 0001846069 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 861776836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 420 TAYLOR STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94012 BUSINESS PHONE: 415-344-0333 MAIL ADDRESS: STREET 1: 420 TAYLOR STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94012 FORMER COMPANY: FORMER CONFORMED NAME: Khosla Ventures Acquisition Co. II DATE OF NAME CHANGE: 20210212 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-11-05 0 0001846069 Nextdoor Holdings, Inc. KIND 0001541539 Greylock XIII GP LLC 2550 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001893914 Greylock Discovery Fund LLC 2550 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001474746 Greylock XIII Limited Partnership 2550 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 0001474747 Greylock XIII-A Limited Partnership 2550 SAND HILL ROAD, SUITE 200 MENLO PARK CA 94025 0 0 1 0 Class B Common Stock Class A Common Stock 8490 I By Greylock Discovery Fund LLC Class B Common Stock Class A Common Stock 18871388 I By Greylock XIII Limited Partnership Class B Common Stock Class A Common Stock 603453 I By Greylock XIII Principals LLC Class B Common Stock Class A Common Stock 1698985 I By Greylock XIII-A Limited Partnership-A Each share of Class B Common Stock is convertible into one share of Class A Common Stock of the Issuer at the election of the holder any time; provided; however, that each share of Class B Common Stock shall automatically be converted into Class A Common Stock on a one for one basis on the earlier of the: (i) tenth anniversary of completion of the Business Combination or (ii) date specified by the affirmative vote of the holders of two thirds of the Class B Common Stock then outstanding. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions). Represents shares of Class B Common Stock of the Company received pursuant to a business combination (the "Business Combination") which was effectuated in accordance with the terms of an Agreement and Plan of Merger dated as of July 6, 2021, entered into by and among: (i) Khosla Ventures Acquisition Co. II (the "Issuer"), a Delaware corporation; (ii) Lorelei Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of the Issuer; and (iii) Nextdoor, Inc. ("Original Nextdoor"), a Delaware corporation. As a result of the Business Combination, Original Nextdoor became a wholly owned subsidiary of the Issuer and the Issuer was renamed "Nextdoor Holdings, Inc." Upon completion of the Business Combination, the reporting person's shares of the stock of Original Nextdoor were exchanged for shares of Class B Common Stock of the Issuer based on an exchange ratio of 3.1057 to 1. Greylock XIII is the majority member of GDF and may be deemed to beneficially own the shares of stock held directly by GDF. Greylock XIII GP LLC ("Greylock XIII GP") is the general partner of Greylock XIII and Greylock XIII-A, and may be deemed to beneficially own the shares held directly by GDF, Greylock XIII and Greylock XIII-A. Shares held directly by Greylock Discovery Fund LLC ("GDF). Shares held directly by Greylock XIII Limited Partnership ("Greylock XIII"). Shares held directly by Greylock XIII Principals LLC ("Greylock XIII Principals"). Shares held directly by Greylock XIII-A Limited Partnership ("Greylock XIII-A") /s/ Donald A. Sullivan, as Administrative Partner of Greylock XIII GP LLC 2021-11-15 /s/ Donald A. Sullivan, as Administrative Partner of Greylock XIII GP LLC, the general partner of Greylock XIII Limited Partnership, member of Greylock Discovery Fund LLC, and Greylock XIII-A Limited Partnership 2021-11-15