0001209191-21-027678.txt : 20210420 0001209191-21-027678.hdr.sgml : 20210420 20210420194311 ACCESSION NUMBER: 0001209191-21-027678 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210420 FILED AS OF DATE: 20210420 DATE AS OF CHANGE: 20210420 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Accel Leaders Fund L.P. CENTRAL INDEX KEY: 0001665741 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40348 FILM NUMBER: 21839165 BUSINESS ADDRESS: STREET 1: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-614-4800 MAIL ADDRESS: STREET 1: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Accel Leaders Fund Associates L.L.C. CENTRAL INDEX KEY: 0001665742 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40348 FILM NUMBER: 21839164 BUSINESS ADDRESS: STREET 1: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-614-4800 MAIL ADDRESS: STREET 1: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Accel Leaders Fund Investors 2016 L.L.C. CENTRAL INDEX KEY: 0001745434 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40348 FILM NUMBER: 21839163 BUSINESS ADDRESS: STREET 1: 500 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-614-4800 MAIL ADDRESS: STREET 1: 500 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Accel London V L.P. CENTRAL INDEX KEY: 0001672272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40348 FILM NUMBER: 21839166 BUSINESS ADDRESS: STREET 1: C/O ACCEL PARTNERS STREET 2: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: (650) 614-4800 MAIL ADDRESS: STREET 1: C/O ACCEL PARTNERS STREET 2: 428 UNIVERSITY AVENUE CITY: PALO ALTO STATE: CA ZIP: 94301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UiPath, Inc. CENTRAL INDEX KEY: 0001734722 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 474333187 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 90 PARK AVE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: (844) 432-0455 MAIL ADDRESS: STREET 1: 90 PARK AVE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-04-20 0 0001734722 UiPath, Inc. PATH 0001672272 Accel London V L.P. 500 UNIVERSITY AVENUE PALO ALTO CA 94301 0 0 1 0 0001665741 Accel Leaders Fund L.P. 500 UNIVERSITY AVENUE PALO ALTO CA 94301 0 0 1 0 0001665742 Accel Leaders Fund Associates L.L.C. 500 UNIVERSITY AVENUE PALO ALTO CA 94301 0 0 1 0 0001745434 Accel Leaders Fund Investors 2016 L.L.C. 500 UNIVERSITY AVENUE PALO ALTO CA 94301 0 0 1 0 Series C-1 Preferred Stock Class A Common Stock 3326970 I By Accel Leaders Fund L.P. Series C-2 Preferred Stock Class A Common Stock 2657322 I By Accel Leaders Fund L.P. Series D-1 Preferred Stock Class A Common Stock 747579 I By Accel Leaders Fund L.P. Series D-2 Preferred Stock Class A Common Stock 125532 I By Accel Leaders Fund L.P. Series E Preferred Stock Class A Common Stock 25665 I By Accel Leaders Fund L.P. Series C-1 Preferred Stock Class A Common Stock 158958 I By Accel Leaders Fund Investors 2016 L.L.C. Series C-2 Preferred Stock Class A Common Stock 126963 I By Accel Leaders Fund Investors 2016 L.L.C. Series D-1 Preferred Stock Class A Common Stock 35718 I By Accel Leaders Fund Investors 2016 L.L.C. Series D-2 Preferred Stock Class A Common Stock 5997 I By Accel Leaders Fund Investors 2016 L.L.C. Series E Preferred Stock Class A Common Stock 1226 I By Accel Leaders Fund Investors 2016 L.L.C. Each share of Series C-1 Preferred Stock, Series C-2 Preferred Stock, Series D-1 Preferred Stock, Series D-2 Preferred Stock and Series E Preferred Stock will automatically convert into one share of Class A Common Stock immediately prior to the closing of the Issuer's initial public offering (IPO), and has no expiration date. Accel Leaders Fund Associates L.L.C., or ALFA, is the General Partner of Accel Leaders Fund L.P. and has sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, Ryan J. Sweeney, and Richard P. Wong are the Managing Members of ALFA and share such powers. Such managers disclaim beneficial ownership except to the extent of their pecuniary interest therein. Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, Ryan J. Sweeney, and Richard P. Wong are the Managing Members of Accel Leaders Fund Investors 2016 L.L.C. and share voting and investment powers. Such managers disclaim beneficial ownership except to the extent of their pecuniary interest therein. Exhibit 24 - Power of Attorney This Form 3 is the second of two Form 3s filed relating to the same event. Combined, the two reports report the holdings for the following reporting persons: Accel London V L.P., Accel London V Strategic Partners L.P., Accel London Investors 2016 L.P., Accel London V Associates L.P., Accel London V Associates L.L.C., Accel Leaders Fund L.P., Accel Leaders Fund Associates L.L.C., Accel Leaders Fund Investor 2016 L.L.C., Accel Growth Fund IV, L.P., Accel Growth Fund IV Strategic Partners L.P., Accel Growth Fund IV Associates L.L.C. and Accel Growth Fund Investors 2016 L.L.C. This Form 3 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 reporting persons and 30 reportable holdings. Each Form 3 is filed by designated filer Accel London V L.P. /s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel London V L.P. 2021-04-20 /s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel Leaders Fund L.P. 2021-04-20 /s/ Tracy L. Sedlock, as Attorney-in-Fact, for Accel Leaders Fund Associates L.L.C. 2021-04-20 /s/ Tracy L.Sedlock, as Attorney-in-Fact, for Accel Leaders Fund Investors 2016 L.L.C. 2021-04-20 EX-24.3_980182 2 poa.txt POA DOCUMENT GRANT OF POWER OF ATTORNEY A. Power of Attorney. Effective as of January 31, 2017, each entity listed on Schedule A attached hereto, and such additional affiliated entities that shall come into existence from time to time (each, a "Granting Entity"), hereby constitutes and appoints Tracy L. Sedlock and Richard H. Zamboldi as its true and lawful attorneys-in-fact and agent with full power of substitution, in its name, place and stead to make, execute, sign and file such instruments, documents or certificates as may be necessary or proper in the normal course of such Granting Entitys business. Each Granting Entity hereby further grants to such attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such Granting Entity might or could do if present, hereby ratifying and confirming all that such attorneys-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted, including, without limitation, the authority to execute documents on behalf of such Granting Entity in connection with investments made by such Granting Entity or any entity controlled by such Granting Entity. Each Granting Entity acknowledges that no such attorneys-in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming any of the undersigned entities responsibilities under the tax laws of the United States, any state or other jurisdiction. This Power of Attorney shall remain in full force and effect with respect to each such Granting Entity from the date hereof until revoked by each respective Granting Entity in a signed writing delivered to the foregoing attorneys-in-fact. B. Consent to Grant of Power of Attorney. As of the date set forth above, each of the undersigned persons, individually and in his capacity as a member, partner or equity holder (each, a "Constituent Member") of a Granting Entity and as a member, partner, trustee or equity holder of any Constituent Member, hereby consents to, and causes each such Granting Entity and Constituent Member, to consent to and cause, the grant of Power of Attorney set forth in Paragraph A above. Schedule A GRANTING ENTITIES Accel London Investors 2016 L.P. Accel Growth Fund Investors 2016 L.L.C. Accel Leaders Fund Investors L.L.C. Accel Growth Fund IV Associates L.L.C. Accel Leaders Fund Associates L.L.C. Accel London V Associates L.P. Accel London V Associates L.L.C. IN WITNESS WHEREOF, each of the undersigned have executed this Grant of Power of Attorney or a counterpart hereto as of the date first set forth above. /s/ Andrew G. Braccia Andrew G. Braccia in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Kevin J. Efrusy Kevin J. Efrusy in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Sameer K. Gandhi Sameer K. Gandhi in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Ping Li Ping Li in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Arthur C. Patterson Arthur C. Patterson in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Tracy L. Sedlock Tracy L. Sedlock in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ James R. Swartz James R. Swartz in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Ryan J. Sweeney Ryan J. Sweeney in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity /s/ Richard P. Wong Richard P. Wong in his individual capacity and as member, partner, officer, trustee or equity holder of every entity that is an equity holder of a Granting Entity