0001193125-17-040663.txt : 20170213 0001193125-17-040663.hdr.sgml : 20170213 20170213164603 ACCESSION NUMBER: 0001193125-17-040663 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170213 DATE AS OF CHANGE: 20170213 GROUP MEMBERS: ANEEL BHUSRI GROUP MEMBERS: DAVID SZE GROUP MEMBERS: DONALD A. SULLIVAN GROUP MEMBERS: GREYLOCK XIII GP LLC GROUP MEMBERS: GREYLOCK XIII-A LIMITED PARTNERSHIP GROUP MEMBERS: GREYLOCK XIV GP LLC GROUP MEMBERS: GREYLOCK XIV LIMITED PARTNERSHIP GROUP MEMBERS: GREYLOCK XIV-A LIMITED PARTNERSHIP GROUP MEMBERS: REID HOFFMAN GROUP MEMBERS: WILLIAM W. HELMAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Pure Storage, Inc. CENTRAL INDEX KEY: 0001474432 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 271069557 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89145 FILM NUMBER: 17599995 BUSINESS ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 800-379-7873 MAIL ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 FORMER COMPANY: FORMER CONFORMED NAME: PURE Storage, Inc. DATE OF NAME CHANGE: 20100804 FORMER COMPANY: FORMER CONFORMED NAME: Os76, Inc. DATE OF NAME CHANGE: 20091014 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Greylock XIII Limited Partnership CENTRAL INDEX KEY: 0001474746 IRS NUMBER: 271080947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A 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 SC 13G/A 1 d319164dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

PURE STORAGE, INC.

(Name of issuer)

Class A Common Stock, $0.0001 par value per share

(Title of class of securities)

74624M102

(CUSIP number)

December 31, 2016

(Date of event which requires filing of this statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 2 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIII Limited Partnership

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

24,621,929 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

24,621,929 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

24,621,929 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

23.0% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 24,621,929 shares of Class B Common Stock held by Greylock XIII Limited Partnership represents 19.60% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 3 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIII-A Limited Partnership

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

2,216,706 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

2,216,706 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

2,216,706 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

2.6% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 2,216,706 shares of Class B Common Stock held by Greylock XIII-A Limited Partnership represents 1.76% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 4 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIII GP LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

26,838,635 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

26,838,635 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

26,838,635 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

24.6% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership and 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership. Greylock XIII GP LLC is the general partner of Greylock XIII Limited Partnership and Greylock XIII-A Limited Partnership, and may be deemed to beneficially own the shares of stock held directly by Greylock XIII Limited Partnership and Greylock XIII-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 24,621,929 shares of Class B Common Stock held by Greylock XIII Limited Partnership and 2,216,706 shares of Class B Common Stock held by Greylock XIII-A Limited Partnership represents 21.36% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 5 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIV Limited Partnership

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

1,309,275 (1)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

1,309,275 (1)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

1,309,275 (1)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

1.6% (2)(3)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership.
(2) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(3) The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,309,275 shares of Class A Common Stock held by Greylock XIV Limited Partnership represents 0.10% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 6 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIV-A Limited Partnership

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

72,737 (1)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

72,737 (1)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

72,737 (1)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

0.10% (2)(3)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership.
(2) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(3) The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 72,737 shares of Class A Common Stock held by Greylock XIV-A Limited Partnership represents 0.01% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 7 of 17 Pages

 

  (1)   

Names of reporting persons

 

Greylock XIV GP LLC

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

1,382,012 (1)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

1,382,012 (1)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

1,382,012 (1)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

1.7% (2)(3)

(12)  

Type of reporting person (see instructions)

 

PN

 

(1) Represents 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Greylock XIV GP LLC is the general partner of Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership, and may be deemed to beneficially own the shares of stock held directly by Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(3) The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership represents 0.11% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 8 of 17 Pages

 

  (1)   

Names of reporting persons

 

William W. Helman

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

28,220,647 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

28,220,647 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

28,220,647 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

26.2% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

IN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Mr. Helman, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the shares of stock held directly by Greylock XIII Limited Partnership, Greylock XIII-A Limited Partnership, Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class A and Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 9 of 17 Pages

 

  (1)   

Names of reporting persons

 

Aneel Bhusri

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

28,220,647 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

28,220,647 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

28,220,647 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

26.2% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

IN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Mr. Bhusri, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the shares of stock held directly by Greylock XIII Limited Partnership, Greylock XIII-A Limited Partnership, Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class A and Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 10 of 17 Pages

 

  (1)   

Names of reporting persons

 

Donald A. Sullivan

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

28,220,647 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

28,220,647 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

28,220,647 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

26.2% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

IN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Mr. Sullivan, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the shares of stock held directly by Greylock XIII Limited Partnership, Greylock XIII-A Limited Partnership, Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class A and Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 11 of 17 Pages

 

  (1)   

Names of reporting persons

 

David Sze

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

28,220,647 (1)(2)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

28,220,647 (1)(2)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

28,220,647 (1)(2)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

26.2% (2)(3)(4)

(12)  

Type of reporting person (see instructions)

 

IN

 

(1) Represents 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Mr. Sze, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the shares of stock held directly by Greylock XIII Limited Partnership, Greylock XIII-A Limited Partnership, Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain “Permitted Transfers” as defined in the issuer’s restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to the aforementioned conversion rights and voting rights.
(3) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(4) Based on the aggregate number of shares of Class A and Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 12 of 17 Pages

 

  (1)   

Names of reporting persons

 

Reid Hoffman

  (2)  

Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☒

 

  (3)  

SEC use only

 

  (4)  

Citizenship or place of organization

 

United States

Number of

shares

beneficially

owned by

each

reporting

person

with:

    (5)    

Sole voting power

 

0

   (6)   

Shared voting power

 

1,382,012 (1)

   (7)   

Sole dispositive power

 

0

   (8)   

Shared dispositive power

 

1,382,012 (1)

  (9)  

Aggregate amount beneficially owned by each reporting person

 

1,382,012 (1)

(10)  

Check if the aggregate amount in Row (9) excludes certain shares (see instructions)  ☐

 

(11)  

Percent of class represented by amount in Row (9)

 

1.7% (2)(3)

(12)  

Type of reporting person (see instructions)

 

IN

 

(1) Represents 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership. Mr. Hoffman, as a Managing General Partner of Greylock XIV GP LLC, may be deemed to beneficially own the shares of stock held directly by Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership.
(2) The percent of class was calculated based on 82,493,782 shares of Class A Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).
(3) The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock represents 0.11% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock, based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 13 of 17 Pages

 

Item 1(a) Name of Issuer:

Pure Storage, Inc.

 

Item 1(b) Address of Issuer’s Principal Executive Offices:

650 Castro Street, Suite 400

Mountain View, CA 94041

 

Item 2(a) Name of Person Filing:

The reporting persons are:

(i) Greylock XIII Limited Partnership;

(ii) Greylock XIII-A Limited Partnership;

(iii) Greylock XIII GP LLC, the General Partner of Greylock XIII Limited Partnership and Greylock XIII-A Limited Partnership;

(iv) Greylock XIV Limited Partnership;

(v) Greylock XIV-A Limited Partnership;

(vi) Greylock XIV GP LLC, the General Partner of Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership;

(vii) William W. Helman, a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC;

(viii) Aneel Bhusri, a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC;

(ix) Donald A. Sullivan, a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC;

(x) David Sze, a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC; and

(xi) Reid Hoffman, a Managing General Partner of Greylock XIV GP LLC

 

Item 2(b) Address of Principal Business Office or, if None, Residence:

The address of each of the reporting persons is:

2550 Sand Hill Road

Suite 200

Menlo Park, CA 94025

 

Item 2(c) Citizenship:

(i) Greylock XIII Limited Partnership, a Delaware limited partnership;

(ii) Greylock XIII-A Limited Partnership, a Delaware limited partnership;

(iii) Greylock XIII GP LLC, a Delaware limited liability company;

(iv) Greylock XIV Limited Partnership, a Delaware limited partnership;

(v) Greylock XIV-A Limited Partnership, a Delaware limited partnership;

(vi) Greylock XIV GP LLC, a Delaware limited liability company;

(vii) William W. Helman, a U.S. citizen;

(viii) Aneel Bhusri, a U.S. citizen;

(ix) Donald A. Sullivan, a U.S. citizen;

(x) David Sze, a U.S. citizen; and

(xi) Reid Hoffman, a U.S. citizen

 

Item 2(d) Title of Class of Securities:

This Schedule 13G report relates to the Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of Pure Storage, Inc.

 

Item 2(e) CUSIP Number:

74624M102

 

Item 3 Description of Person Filing:

Not applicable.

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 14 of 17 Pages

 

Item 4 Ownership:

(a) and (b) Amount Beneficially Owned:

 

  (i) Greylock XIII Limited Partnership directly owns 24,621,929 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 23.0% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 24,621,929 shares of Class B Common Stock held by Greylock XIII Limited Partnership represents 19.60% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (ii) Greylock XIII-A Limited Partnership directly owns 2,216,706 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 2.6% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 2,216,706 shares of Class B Common Stock held by Greylock XIII-A Limited Partnership represents 1.76% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (iii) Greylock XIII GP LLC is the general partner of Greylock XIII Limited Partnership and Greylock XIII-A Limited Partnership, and may be deemed to beneficially own 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership and 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 24.6% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership and 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership represents 21.36% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (iv) Greylock XIV Limited Partnership directly owns 1,309,275 shares of Class A Common Stock, which represents approximately 1.6% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,309,275 shares of Class A Common Stock held by Greylock XIV Limited Partnership represents 0.10% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (v) Greylock XIV-A Limited Partnership directly owns 72,737 shares of Class A Common Stock, which represents approximately 0.10% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 72,737 shares of Class A Common Stock held by Greylock XIV-A Limited Partnership represents 0.01% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (vi) Greylock XIV GP LLC is the general partner of Greylock XIV Limited Partnership and Greylock XIV-A Limited Partnership, and may be deemed to beneficially own 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which represents approximately 1.7% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership represents 0.11% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

 

  (vii) Mr. Helman, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which, when such shares of Class B Common Stock are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 26.2% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. Excluded from Mr. Helman’s Section 13(d) beneficial ownership are 69,060 shares of Class B Common Stock held of record by Greylock XIII Principals LLC and 136 shares of Class A Common Stock held of record by Greylock XIV Principals LLC, with respect to which shares Mr. Helman has no voting or dispositive power, and Mr. Helman disclaims Section 13(d) beneficial ownership of such shares.

 

  (viii) Mr. Bhusri, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which, when such shares of Class B Common Stock are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 26.2% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. Excluded from Mr. Bhusri’s Section 13(d) beneficial ownership are 44,198 shares of Class B Common Stock held of record by Greylock XIII Principals LLC and 340 shares of Class A Common Stock held of record by Greylock XIV Principals LLC, with respect to which shares Mr. Bhusri has no voting or dispositive power, and Mr. Bhusri disclaims Section 13(d) beneficial ownership of such shares.

 

  (ix) Mr. Sullivan, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which, when such shares of Class B Common Stock are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 26.2% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. Excluded from Mr. Sullivan’s Section 13(d) beneficial ownership are 11,050 shares of Class B Common Stock held of record by Greylock XIII Principals LLC and 136 shares of Class A Common Stock held of record by Greylock XIV Principals LLC, with respect to which shares Mr. Sullivan has no voting or dispositive power, and Mr. Sullivan disclaims Section 13(d) beneficial ownership of such shares.

 

  (x) Mr. Sze, as a Managing General Partner of Greylock XIII GP LLC and Greylock XIV GP LLC, may be deemed to beneficially own the 24,621,929 shares of Class B Common Stock held directly by Greylock XIII Limited Partnership, 2,216,706 shares of Class B Common Stock held directly by Greylock XIII-A Limited Partnership, 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which, when such shares of Class B Common Stock are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 26.2% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock and 26,838,635 shares of Class B Common Stock represents 21.47% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. Excluded from Mr. Sze’s Section 13(d) beneficial ownership are 23,480 shares of Class B Common Stock held of record by Greylock XIII Principals LLC and 136 shares of Class A Common Stock held of record by Greylock XIV Principals LLC, with respect to which shares Mr. Sze has no voting or dispositive power, and Mr. Sze disclaims Section 13(d) beneficial ownership of such shares.

 

  (xi) Mr. Hoffman, as a Managing General Partner of Greylock XIV GP LLC, may be deemed to beneficially own the 1,309,275 shares of Class A Common Stock held directly by Greylock XIV Limited Partnership and 72,737 shares of Class A Common Stock held directly by Greylock XIV-A Limited Partnership, which represents approximately 1.7% of the outstanding shares of Class A Common Stock. The percentage reported does not reflect the ten for one voting power of the Class B Common Stock. The 1,382,012 shares of Class A Common Stock represents 0.11% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. Excluded from Mr. Hoffman’s Section 13(d) beneficial ownership are 136 shares of Class A Common Stock held of record by Greylock XIV Principals LLC, with respect to which shares Mr. Hoffman has no voting or dispositive power, and Mr. Hoffman disclaims Section 13(d) beneficial ownership of such shares.

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 15 of 17 Pages

 

(c) Number of Shares as to which the Person has:

 

                                                                                                   
     NUMBER OF SHARES OF CLASS B COMMON STOCK  

Reporting Person

    (i)      (ii)      (iii)      (iv)  

Greylock XIII Limited Partnership

      0         24,621,929         0         24,621,929   

Greylock XIII-A Limited Partnership

      0         2,216,706         0         2,216,706   

Greylock XIII GP LLC

      0         26,838,635         0         26,838,635   

 

                                                                                                   
     NUMBER OF SHARES OF CLASS A COMMON STOCK  

Reporting Person

    (i)      (ii)      (iii)      (iv)  

Greylock XIV Limited Partnership

      0         1,309,275         0         1,309,275   

Greylock XIV-A Limited Partnership

      0         72,737         0         72,737   

Greylock XIV GP LLC

      0         1,382,012         0         1,382,012   

William W. Helman

      0         28,220,647         0         28,220,647   

Aneel Bhusri

      0         28,220,647         0         28,220,647   

Donald A. Sullivan

      0         28,220,647         0         28,220,647   

David Sze

      0         28,220,647         0         28,220,647   

Reid Hoffman

      0         1,382,012         0         1,382,012   

 

(i) Sole power to vote or direct the vote
(ii) Shared power to vote or to direct the vote
(iii) Sole power to dispose or to direct the disposition of
(iv) Shared power to dispose or to direct the disposition of

Percentages calculated based on based on (i) 82,493,782 shares of Class A Common Stock and (ii) 117,381,478 shares of Class B Common Stock outstanding as of December 6, 2016, (as reported in the issuer’s Quarterly Report on Form 10-Q as filed by the issuer with the SEC on December 13, 2016).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 16 of 17 Pages

 

Item 5 Ownership of Five Percent or Less of a Class:

Not applicable.

 

Item 6 Ownership of More than Five Percent on Behalf of Another Person:

Not applicable.

 

Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

Not applicable.

 

Item 8 Identification and Classification of Members of the Group:

Each of the reporting persons expressly disclaims membership in a “Group” as defined in Rule 13d-1(b)(ii)(J).

 

Item 9 Notice of Dissolution of Group:

Not applicable.

 

Item 10 Certification:

Not applicable.

This Schedule 13G is not filed pursuant to Rule 13d-1(b) or Rule 13d-1(c).

SCHEDULE 13G

 

CUSIP No. 74624M102     Page 17 of 17 Pages

 

SIGNATURE

After reasonable inquiry and to the best of the knowledge and belief of each of the undersigned, each of the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

DATED: February 13, 2017.

 

GREYLOCK XIII GP LLC
By:  

/s/ Aneel Bhusri

  Aneel Bhusri, Managing Partner
By:  

/s/ William W. Helman

  William W. Helman, Managing Partner
By:  

/s/ Donald A. Sullivan

  Donald A. Sullivan, Managing Partner
By:  

/s/ David Sze

  David Sze, Managing Partner
GREYLOCK XIII LIMITED PARTNERSHIP
By:   Greylock XIII GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
GREYLOCK XIII-A LIMITED PARTNERSHIP
By:   Greylock XIII GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
GREYLOCK XIV GP LLC
By:  

/s/ Aneel Bhusri

  Aneel Bhusri, Managing Partner
By:  

/s/ William W. Helman

  William W. Helman, Managing Partner
By:  

/s/ Donald A. Sullivan

  Donald A. Sullivan, Managing Partner
By:  

/s/ David Sze

  David Sze, Managing Partner
By:  

/s/ Reid Hoffman

  Reid Hoffman, Managing Partner
GREYLOCK XIV LIMITED PARTNERSHIP
By:   Greylock XIV GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
  By:  

/s/ Reid Hoffman

    Reid Hoffman, Managing Partner
GREYLOCK XIV-A LIMITED PARTNERSHIP
By:   Greylock XIV GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
  By:  

/s/ Reid Hoffman

    Reid Hoffman, Managing Partner
   

/s/ William W. Helman

    William W. Helman
   

/s/ Aneel Bhusri

    Aneel Bhusri
   

/s/ Donald A. Sullivan

    Donald A. Sullivan
   

/s/ David Sze

    David Sze
   

/s/ Reid Hoffman

    Reid Hoffman

 

SCHEDULE 13G

Exhibit I

JOINT FILING AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of Pure Storage, Inc. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

EXECUTED as of this 13th day of February, 2017.

 

GREYLOCK XIII GP LLC
By:  

/s/ Aneel Bhusri

  Aneel Bhusri, Managing Partner
By:  

/s/ William W. Helman

  William W. Helman, Managing Partner
By:  

/s/ Donald A. Sullivan

  Donald A. Sullivan, Managing Partner
By:  

/s/ David Sze

  David Sze, Managing Partner
GREYLOCK XIII LIMITED PARTNERSHIP
By:   Greylock XIII GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
GREYLOCK XIII-A LIMITED PARTNERSHIP
By:   Greylock XIII GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
GREYLOCK XIV GP LLC
By:  

/s/ Aneel Bhusri

  Aneel Bhusri, Managing Partner
By:  

/s/ William W. Helman

  William W. Helman, Managing Partner
By:  

/s/ Donald A. Sullivan

  Donald A. Sullivan, Managing Partner
By:  

/s/ David Sze

  David Sze, Managing Partner
By:  

/s/ Reid Hoffman

  Reid Hoffman, Managing Partner
GREYLOCK XIV LIMITED PARTNERSHIP
By:   Greylock XIV GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
  By:  

/s/ Reid Hoffman

    Reid Hoffman, Managing Partner
GREYLOCK XIV-A LIMITED PARTNERSHIP
By:   Greylock XIV GP LLC
  General Partner
  By:  

/s/ Aneel Bhusri

    Aneel Bhusri, Managing Partner
  By:  

/s/ William W. Helman

    William W. Helman, Managing Partner
  By:  

/s/ Donald A. Sullivan

    Donald A. Sullivan, Managing Partner
  By:  

/s/ David Sze

    David Sze, Managing Partner
  By:  

/s/ Reid Hoffman

    Reid Hoffman, Managing Partner

/s/ William W. Helman

William W. Helman

/s/ Aneel Bhusri

Aneel Bhusri

/s/ Donald A. Sullivan

Donald A. Sullivan

/s/ David Sze

David Sze

/s/ Reid Hoffman

Reid Hoffman