SC 13G/A

NAMES OF REPORTING PERSONS

Growth Capital Fund I, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G/A

(Amendment No. 1)

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2

EVENTBRITE, INC.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

29975E109

(CUSIP Number)

April 5, 2019

(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 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

Item 1.

(a) Name of Issuer:

Eventbrite, Inc. (the “Issuer”)

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

155 5th Street, 7th Floor

San Francisco, California 94103

Item 2.

(a) Name of Person Filing:

This Schedule 13G is being filed jointly by Growth Capital Fund, L.P., a Delaware limited partnership (“GCF”), Growth Capital GP I, LLC, a Delaware limited liability company (“GCGP”) and Winslow Capital Management, LLC, a Delaware limited liability company (“WCM” and together with GCF and GCGP, the “Reporting Persons”).

The Reporting Persons have entered into a Joint Filing Agreement, dated January 28, 2019, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k)(1) promulgated under the Securities Exchange Act.

(b) Address of Principal Business Office or, if none, Residence:

4400 IDS Center

80 South Eighth Street

Minneapolis, MN 55402

(c) Citizenship:

Each of the Reporting persons is organized under the laws of the state of Delaware

(d) Title of Class of Securities:

Class A Common Stock

(e) CUSIP Number:

29975E109

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:


☐		(a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

☐		(b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

☐		(c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

☐		(d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

☐		(e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

☐		(f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

☐		(g) A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

☐		(h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

☐		(i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

☐		(j) Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Item 4. Ownership.

(a)

Amount beneficially owned:

(b)

Percent of class:

The Reporting Persons may be deemed to own beneficially 0% of the Issuer’s Class A Common Stock.

(c)

Number of shares as to which such Reporting Persons have:

(i)

Sole power to vote or to 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

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

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.

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.

Not Applicable.

Item 9. Notice of Dissolution of Group.

Not Applicable.

Item 10.

Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14 a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 10, 2019



Growth Capital Fund I, L.P.

By: Growth Capital GP I, LLC Its: General Partner



By:		/s/ Stephanie Simon


Name:		Stephanie Simon
Title: Managing Director

Growth Capital GP I, LLC



By:		/s/ Stephanie Simon


Name:		Stephanie Simon
Title: Managing Director

Winslow Capital Management, LLC



By:		/s/ Jeff Wieneke


Name:		Jeff Wieneke
Title: Chief Financial Officer