0001209191-21-027666.txt : 20210420 0001209191-21-027666.hdr.sgml : 20210420 20210420193331 ACCESSION NUMBER: 0001209191-21-027666 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: Botteri Philippe CENTRAL INDEX KEY: 0001856713 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40348 FILM NUMBER: 21839140 MAIL ADDRESS: STREET 1: 500 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 0001856713 Botteri Philippe C/O UIPATH, INC., 90 PARK AVE, 20TH FL NEW YORK NY 10016 1 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 Managing Members and the Reporting Person hereunder 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 Managing Members and the Reporting Person hereunder 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 Reporting Person, a director of the Issuer and his indirect relationship to the following reporting persons the "Accel 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.L.C., Accel Growth Fund IV L.P., Accel Growth Fund IV Strategic Partners L.P., Accel Growth Fund IV Associates L.L.C., Accel Growth Fund Investors 2016 L.L.C., Accel Leaders Fund L.P., Accel Leaders Fund Associates L.L.C., Accel Leaders Fund Investors 2016 L.L.C. This Form 3 has been split into two filings because there are more than 30 reportable holdings among the Accel Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 30 reportable holdings. Each Form 3 is filed by designated filer Exhibit 24 Power of Attorney. /s/ Brad Brubaker, Attorney-in-Fact 2021-04-20 EX-24.3_980170 2 poa.txt POA DOCUMENT AUTHORIZATION LETTER April 20, 2021 Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Filing Desk To Whom It May Concern: By means of this letter I authorize Brad Brubaker, Eileen McCarthy, and Eric Topel, and Nicole Brookshire, Matthew Dubofsky and Owen Williams from Cooley LLP, or any of them individually, to sign on my behalf all forms required under Section 16(a) of the Securities Exchange Act of 1934, as amended, relating to transactions involving the stock or derivative securities of UiPath, Inc. Any of these individuals is accordingly authorized to sign any Form ID, Form 3, Form 4, Form 5 or amendment to those forms that I am required to file with the same effect as if I had signed them myself. This authorization will remain in effect until revoked in writing by me. Yours truly, /s/ Philippe Botteri POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Brad Brubaker, Eileen McCarthy, and Eric Topel, and Nicole Brookshire, Matthew Dubofsky and Owen Williams, signing individually, the undersigneds true and lawful attorneys-in fact and agents to: (1) execute for and on behalf of the undersigned, in the undersigneds capacity as an executive officer, member of the Board of Directors and/or greater than 10% stockholder of UiPath, Inc. (the Company), Forms 3, 4 and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the Exchange Act), and the rules thereunder; (2) 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 Forms 3, 4 or 5 (including any amendments thereto) and timely file such forms with the Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any nature 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-facts 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 or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts 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 undersigneds responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigneds holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact, or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or employed by or a partner at Cooley LLP, as applicable. The undersigned has caused this Power of Attorney to be executed as of April 20, 2021. /s/ Philippe Botteri