0001209191-21-049434.txt : 20210803 0001209191-21-049434.hdr.sgml : 20210803 20210803175212 ACCESSION NUMBER: 0001209191-21-049434 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210802 FILED AS OF DATE: 20210803 DATE AS OF CHANGE: 20210803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sonsini Peter W. CENTRAL INDEX KEY: 0001559807 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40691 FILM NUMBER: 211141346 MAIL ADDRESS: STREET 1: 2855 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Robinhood Markets, Inc. CENTRAL INDEX KEY: 0001783879 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 464364776 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 85 WILLOW STREET CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 844-428-5411 MAIL ADDRESS: STREET 1: 85 WILLOW STREET CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-08-02 0 0001783879 Robinhood Markets, Inc. HOOD 0001559807 Sonsini Peter W. 2855 SAND HILL ROAD MENLO PARK CA 94025 1 0 1 0 Common Stock 2021-08-02 4 C 0 55055000 A 57564120 I See Note 2 Common Stock 2021-08-02 4 C 0 5804240 A 63368360 I See Note 2 Common Stock 2021-08-02 4 C 0 492853 A 63861213 I See Note 2 Common Stock 2021-08-02 4 C 0 1521305 A 65382518 I See Note 2 Common Stock 2021-08-02 4 C 0 4486208 A 4486208 I See Note 3 Common Stock 2021-08-02 4 C 0 1600000 A 6086208 I See Note 3 Common Stock 2021-08-02 4 J 0 65382518 D 0 I See Note 2 Common Stock 2021-08-02 4 J 0 6086208 D 0 I See Note 3 Class A Common Stock 2021-08-02 4 J 0 65382518 A 65382518 I See Note 2 Class A Common Stock 2021-08-02 4 J 0 6086208 A 6086208 I See Note 3 Class A Common Stock 2021-08-02 4 C 0 1449600 26.60 A 66832118 I See Note 2 Class A Common Stock 2021-08-02 4 C 0 1449600 26.60 A 7535808 I See Note 3 Series B Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 55055000 0.00 D Common Stock 55055000 0 I See Note 2 Series C Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 5804240 0.00 D Common Stock 5804240 0 I See Note 2 Series D Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 492853 0.00 D Common Stock 492853 0 I See Note 2 Series E Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 1521305 0.00 D Common Stock 1521305 0 I See Note 2 Series E Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 4486208 0.00 D Common Stock 4486208 0 I See Note 3 Series F Redeemable Convertible Preferred Stock 2021-08-02 4 C 0 1600000 0.00 D Common Stock 1600000 0 I See Note 3 Tranche I Convertible Promissory Note 26.60 2021-08-02 4 C 0 1449600 0.00 D Class A Common Stock 1449600 0 I See Note 2 Tranche I Convertible Promissory Note 26.60 2021-08-02 4 C 0 1449600 0.00 D Class A Common Stock 1449600 0 I See Note 3 The Series B Redeemable Convertible Preferred Stock, Series C Redeemable Convertible Preferred Stock, Series D Redeemable Convertible Preferred Stock, Series E Redeemable Convertible Preferred Stock and Series F Redeemable Convertible Preferred Stock (collectively, the "Preferred Stock") were convertible at any time at the holder's election and automatically converted immediately prior to closing of the Issuer's initial public offering ("IPO") into an equal number of shares of Common Stock without payment of additional consideration. The Preferred Stock had no expiration date. The Reporting Person is a manager of NEA 15 GP, LLC, which is the sole general partner of NEA Partners 15, L.P. ("NEA Partners 15"). NEA Partners 15 is the sole general partner of New Enterprise Associates 15, L.P. ("NEA 15"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 15 in which the Reporting Person has no pecuniary interest. The Reporting Person is a manager of NEA 17 GP, LLC, which is the sole general partner of NEA Partners 17, L.P. ("NEA Partners 17"). NEA Partners 17 is the sole general partner of New Enterprise Associates 17, L.P. ("NEA 17"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 17 in which the Reporting Person has no pecuniary interest. Immediately prior to closing of the IPO and following the conversion of each series of the Issuer's Preferred Stock into Common Stock, each share of Common Stock was reclassified into one share of Class A Common Stock in an exempt transaction pursuant to Rule 16b-7 and Rule 16b-3 (the "Reclassification"). Following the conversion of the Preferred Stock and the Reclassification, the principal amount of the Tranche I Convertible Promissory Notes (the "Convertible Notes") (together with accrued interest thereon) automatically converted into Class A Common Stock at a conversion price equal to $26.60. The Convertible Notes did not have a maturity date. The treatment of the Convertible Notes in the IPO was exempt pursuant to Rule 16b-6 and Rule 16b-3. Scott D. Sandell, the Managing General Partner at New Enterprise Associates, Inc. and a manager of NEA 15 GP and NEA 17 GP, has been deputized to represent the Reporting Person on the board of directors of the Issuer. By virtue of Mr. Sandell's representation, for purposes of Section 16 of the Securities Exchange Act of 1934, the Reporting Person may be deemed a director by deputization of the Issuer. Mr. Sandell has filed a separate Section 16 report disclosing securities of the Issuer that he may be deemed to beneficially own for Section 16 purposes. /s/ Sasha Keough, attorney-in-fact 2021-08-03