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Sequoia Capital Enterpreneurs Annex Fund, et al. – ‘4’ for 9/20/17 re: Cafepress Inc.

On:  Friday, 9/22/17, at 9:40pm ET   ·   For:  9/20/17   ·   Accession #:  899243-17-22463   ·   File #:  1-35468

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/22/17  Sequoia Cap Enterpreneurs Ann… Fd 4                      3:52K  Cafepress Inc.                    Donnelley Fin’l S… 06/FA
          SC XI Management LLC
          Sequoia Technology Partners XI
          Sequoia Capital XI Principals Fund
          Sequoia Capital XI
          SC IX.I Management, LLC
          SCFF Management LLC
          Sequoia Capital Franchise Fund LP
          Sequoia Capital Franchise Partners LP
          Sequoia Capital IX

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Form 4 Submission -- doc4.xml/3.6                   HTML      4K 
 2: EX-24.1     EX-24.1 Document                                    HTML      8K 
 3: EX-24.2     EX-24.2 Document                                    HTML      8K 


‘4’   —   Form 4 Submission — doc4.xml/3.6




        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 

 
SEC Info rendering:  Form 4 Submission
 
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SC XI MANAGEMENT LLC

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
CAFEPRESS INC. [ PRSS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
9/20/17
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock 9/20/17S 136D$2.1916,451ISee footnote (1)
Common Stock 9/20/17S 7,501D$2.19904,803ISee footnote (2)
Common Stock 9/20/17S 1,023D$2.19123,382ISee footnote (3)
Common Stock 9/20/17S 3,273D$2.19394,822ISee footnote (4)
Common Stock 9/20/17S 10,465D$2.191,262,261ISee footnote (5)
Common Stock 9/20/17S 1,138D$2.19137,325ISee footnote (6)
Common Stock 9/20/17S 331D$2.1939,872ISee footnote (7)
Common Stock 9/21/17S 4D (8)16,447ISee footnote (1)
Common Stock 9/21/17S 220D (8)904,583ISee footnote (2)
Common Stock 9/21/17S 30D (8)123,352ISee footnote (3)
Common Stock 9/21/17S 96D (8)394,726ISee footnote (4)
Common Stock 9/21/17S 307D (8)1,261,954ISee footnote (5)
Common Stock 9/21/17S 33D (8)137,292ISee footnote (6)
Common Stock 9/21/17S 10D (8)39,862ISee footnote (7)
Common Stock 9/22/17S 51D (9)16,396ISee footnote (1)
Common Stock 9/22/17S 2,815D (9)901,768ISee footnote (2)
Common Stock 9/22/17S 384D (9)122,968ISee footnote (3)
Common Stock 9/22/17S 1,229D (9)393,497ISee footnote (4)
Common Stock 9/22/17S 3,928D (9)1,258,026ISee footnote (5)
Common Stock 9/22/17S 427D (9)136,865ISee footnote (6)
Common Stock 9/22/17S 124D (9)39,738ISee footnote (7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
SC XI MANAGEMENT LLC

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL ENTERPRENEURS ANNEX FUND

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL FRANCHISE FUND LP

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL FRANCHISE PARTNERS LP

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL IX

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL XI

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA CAPITAL XI PRINCIPALS FUND

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SEQUOIA TECHNOLOGY PARTNERS XI

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SCFF MANAGEMENT LLC

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
1. Name and Address of Reporting Person*
SC IX.I MANAGEMENT, LLC

(Last)(First)(Middle)
2800 SAND HILL ROAD, SUITE 101

(Street)
MENLO PARKCA94025

(City)(State)(Zip)
Explanation of Responses:
(1)  Shares held of record by Sequoia Capital Entrepreneurs Annex Fund, L.P. ("SC EAF"). SC IX.I Management, LLC ("SC IX.I LLC") is the general partner of SC EAF. As a result, SC IX.I LLC may be deemed to share voting and dispositive power with respect to the shares held by SC EAF. Each of these entities disclaims beneficial ownership of the securities held by SC EAF 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.
(2)  Shares held of record by Sequoia Capital Franchise Fund L.P. ("SCFF"). SCFF Management, LLC ("SCFF LLC") is the general partner of SCFF and Douglas Leone and Michael Moritz are the managing members of SCFF LLC. As a result, each of Messrs. Leone and Moritz and SCFF LLC may be deemed to share voting and dispositive power with respect to the shares held by SCFF. Each of such Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.
(3)  Shares held of record by Sequoia Capital Franchise Partners L.P. ("SCFP"). SCFF LLC is the general partner of SCFP and Douglas Leone and Michael Moritz are the managing members of SCFF LLC. As a result, each of Messrs. Leone and Moritz and SCFF LLC may be deemed to share voting and dispositive power with respect to the shares held by SCFP. Each of such Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.
(4)  Shares held of record by Sequoia Capital IX, LP ("SC IX"). SC IX.I LLC is the general partner of SC IX. As a result, SC IX.I LLC may be deemed to share voting and dispositive power with respect to the shares held by SC IX. Each of these entities disclaims beneficial ownership of the securities held by SC IX except to the extent of its pecuniary interest, 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.
(5)  Shares held of record by Sequoia Capital XI, LP ("SC XI"). SC XI Management, LLC ("SC XI LLC") is the general partner of SC XI and Douglas Leone and Michael Moritz are the managing members of SC XI LLC. As a result, each of Messrs. Leone and Moritz and SC XI LLC may be deemed to share voting and dispositive power with respect to the shares held by SC XI. Each of such Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.
(6)  Shares held of record by Sequoia Capital XI Principals Fund, LLC ("SC XI PF"). SC XI LLC is the managing member of SC XI PF and Douglas Leone and Michael Moritz are the managing members of SC XI LLC. As a result, each of Messrs. Leone and Moritz and SC XI LLC may be deemed to share voting and dispositive power with respect to the shares held by SC XI PF. Each of such Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.
(7)  Shares held of record by Sequoia Technology Partners XI, LP ("SCTP XI"). SC XI LLC is the general partner of SCTP XI and Douglas Leone and Michael Moritz are the managing members of SC XI LLC. As a result, each of Messrs. Leone and Moritz and SC XI LLC may be deemed to share voting and dispositive power with respect to the shares held by SCTP XI. Each of such Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.
(8)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.08 to $2.10, inclusive. The Reporting Persons undertake to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (8).
(9)  The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.00 to $2.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (9).
Remarks:
Form 1 of 2 Exhibit 24.1 - Power of Attorney Exhibit 24.2 - Power of Attorney
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC XI Management, LLC 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC IX.I Management, LLC 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SCFF Management, LLC 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of Sequoia Capital Entrepreneurs Annex Fund, L.P. 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SCFF Management, LLC, the General Partner of Sequoia Capital Franchise Fund L.P. 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SCFF Management, LLC, the General Partner of Sequoia Capital Franchise Partners L.P. 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of Sequoia Capital IX, LP 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC XI Management, LLC, the Managing Member of Sequoia Capital XI Principals Fund, LLC 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Capital XI, LP 9/22/17
/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Managing Member of SC XI Management, LLC, the General Partner of Sequoia Technology Partners XI, LP 9/22/17
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
____________
Transaction Code:
    S    Open market or private sale of non-derivative or derivative security.

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