0001104659-20-080626.txt : 20200702 0001104659-20-080626.hdr.sgml : 20200702 20200702164218 ACCESSION NUMBER: 0001104659-20-080626 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200702 FILED AS OF DATE: 20200702 DATE AS OF CHANGE: 20200702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC ISRAEL VENTURE V (TTGP), LTD. CENTRAL INDEX KEY: 0001611402 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39367 FILM NUMBER: 201010132 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SC ISRAEL VENTURE V MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001611401 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39367 FILM NUMBER: 201010133 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL ISRAEL VENTURE FUND V, L.P. CENTRAL INDEX KEY: 0001556402 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39367 FILM NUMBER: 201010134 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL ISRAEL VENTURE V PRINCIPALS FUND, L.P. CENTRAL INDEX KEY: 0001556527 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39367 FILM NUMBER: 201010135 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-854-3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEQUOIA CAPITAL ISRAEL VENTURE V HOLDINGS, L.P. CENTRAL INDEX KEY: 0001611399 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39367 FILM NUMBER: 201010136 BUSINESS ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 3927 MAIL ADDRESS: STREET 1: 2800 SAND HILL RD, SUITE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Lemonade, Inc. CENTRAL INDEX KEY: 0001691421 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 320469673 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 5 CROSBY STREET STREET 2: 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: 9176089499 MAIL ADDRESS: STREET 1: 5 CROSBY STREET STREET 2: 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10013 3 1 a3.xml 3 X0206 3 2020-07-02 0 0001691421 Lemonade, Inc. LMND 0001611402 SC ISRAEL VENTURE V (TTGP), LTD. RAMAT YAM STREET 50 HERZELIA L3 4685150 ISRAEL 0 0 1 0 0001611401 SC ISRAEL VENTURE V MANAGEMENT, L.P. RAMAT YAM STREET 50 HERZELIA L3 4685150 ISRAEL 0 0 1 0 0001556402 SEQUOIA CAPITAL ISRAEL VENTURE FUND V, L.P. RAMAT YAM STREET 50 HERZELIA L3 4685150 ISRAEL 0 0 1 0 0001556527 SEQUOIA CAPITAL ISRAEL VENTURE V PRINCIPALS FUND, L.P. RAMAT YAM STREET 50 HERZELIA L3 4685150 ISRAEL 0 0 1 0 0001611399 SEQUOIA CAPITAL ISRAEL VENTURE V HOLDINGS, L.P. RAMAT YAM STREET 50 HERZELIA L3 4685150 ISRAEL 0 0 1 0 Series Seed Preferred Stock Common Stock 3952570 I See footnote Series A Preferred Stock Common Stock 489473 I See footnote Series B Preferred Stock Common Stock 97020 I See footnote Shares directly held by Sequoia Capital Israel Venture V Holdings, L.P. ("Sequoia Capital Israel Venture V Holdings"). SC Israel Venture V (TTGP), Ltd. is the general partner of SC Israel Venture V Management, L.P., which is the general partner of Sequoia Capital Israel Venture Fund V, L.P. and Sequoia Capital Israel Venture V Principals Fund, L.P., which together own 100% of the outstanding shares of Sequoia Capital Israel Venture V Holdings. As such, each of these entities may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Israel Venture V Holdings. Each of the filing persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. Each share of the Issuer's preferred stock is convertible on a one-to-one basis into shares of the Issuer's common stock at the holder's election and has no expiration date. The preferred stock will automatically convert into common stock upon the closing of the Issuer's initial public offering. Exibit 24 - Power of Attorney. SC Israel Venture V (TTGP), Ltd.; By: /s/ Timothy Bixby, Attorney-in-Fact for Haim Sadger, Authorized Signatory 2020-07-02 SC Israel Venture V Management, L.P.; By: /s/ Timothy Bixby, Attorney-in-Fact for Haim Sadger, Authorized Signatory 2020-07-02 Sequoia Capital Israel Venture Fund V, L.P.; By: /s/ Timothy Bixby, Attorney-in-Fact for Haim Sadger, Authorized Signatory 2020-07-02 Sequoia Capital Israel Venture V Principals Fund, L.P.; By: /s/ Timothy Bixby, Attorney-in-Fact for Haim Sadger, Authorized Signatory 2020-07-02 Sequoia Capital Israel Venture V Holdings, L.P.; By: /s/ Timothy Bixby, Attorney-in-Fact for Haim Sadger, Authorized Signatory 2020-07-02 EX-24 2 ex-24.htm EX-24

EXHIBIT 24

 

POWER OF ATTORNEY

 

With respect to holdings of and transactions in securities issued by Lemonade, Inc. (the “Company”), the undersigned hereby constitutes and appoints the individual or individuals named on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, to act as the undersigned’s true and lawful attorney-in-fact to:

 

1.                                   prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the United States Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain and/or regenerate codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended, or any rule or regulation of the SEC;

 

2.                                   execute for and on behalf of the undersigned, Forms 3, 4, and 5 in accordance with Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

 

3.                                   do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4.                                   take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorneys-in-fact substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

 

The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

                IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 19th day of June, 2020.

 

 

Signature:

/s/ Haim Sadger

 

Print Name:

Haim Sadger

 

 

Schedule A

 

Individual Appointed as Attorney-in-Fact with Full Power of Substitution and Resubstitution

 

1.              Daniel Schreiber, Chief Executive Officer

2.              Tim Bixby, Chief Financial Officer

3.              Dennis Monaghan, General Counsel