| | | | | | | | | | | | | | | | | | | | | |
Ownership Document |
Schema Version: X0206 |
Document Type: 3 |
Period of Report: 10/11/18 |
No Securities Owned: 0 |
Issuer: |
| Issuer CIK: 1540755 |
| Issuer Name: Anaplan, Inc. |
| Issuer Trading Symbol: PLAN |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1755729 |
| | Owner Name: COATUE PRIVATE FUND I LP |
| Reporting Owner Address: |
| | Owner Street 1: 9 WEST 57TH STREET, 25TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1135730 |
| | Owner Name: COATUE MANAGEMENT LLC |
| Reporting Owner Address: |
| | Owner Street 1: 9 WEST 57TH STREET, 25TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1755730 |
| | Owner Name: COATUE HYBRID GP I LLC |
| Reporting Owner Address: |
| | Owner Street 1: 9 WEST 57TH STREET, 25TH FLOOR |
| | Owner Street 2: |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1279618 |
| | Owner Name: LAFFONT PHILIPPE |
| Reporting Owner Address: |
| | Owner Street 1: C/O COATUE MANAGEMENT, L.L.C. |
| | Owner Street 2: 9 WEST 57TH STREET, 25TH FLOOR |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10019 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Non-Derivative Table: |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock, par value $0.0001 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,123,752 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F1 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock, par value $0.0001 per share |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,954,998 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: See Footnote |
| Footnote ID: F2 |
Derivative Table: |
| Derivative Holding: |
| | Security Title: |
| | | Value: Series A Convertible Preferred Stock |
| | Conversion or Exercise Price: |
| | | Footnote ID: F3 |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock, par value $0.0001 per share |
| | | Underlying Security Shares: |
| Value: 13,748 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F1 |
| Derivative Holding: |
| | Security Title: |
| | | Value: Series D Convertible Preferred Stock |
| | Conversion or Exercise Price: |
| | | Footnote ID: F3 |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock, par value $0.0001 per share |
| | | Underlying Security Shares: |
| Value: 3,865,889 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F1 |
| Derivative Holding: |
| | Security Title: |
| | | Value: Series E Convertible Preferred Stock |
| | Conversion or Exercise Price: |
| | | Footnote ID: F3 |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock, par value $0.0001 per share |
| | | Underlying Security Shares: |
| Value: 99,019 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F1 |
Footnotes: |
| Footnote - F1: The reported securities are held in the account of Coatue Private Fund I LP (the "Fund"), a private investment fund managed by Coatue Management, L.L.C. (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Coatue Hybrid GP I LLC (the "General Partner"), and by Philippe Laffont, managing member of the General Partner and who owns and controls the Investment Manager. |
| Footnote - F2: The reported securities are held in the accounts of clients of the Investment Manager other than the Fund and may be deemed to be beneficially owned by the Investment Manager, as the investment manager to such clients, and Philippe Laffont who owns and controls the Investment Manager. |
| Footnote - F3: The Series A, D and E convertible preferred stock is convertible into shares of the Issuer's Common Stock, par value $0.0001 per share ("Common Stock") on a 1-for-1 basis at any time at the holder's election and shall automatically convert into Common Stock immediately prior to the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date. |
Remarks: Each of the Fund, the Investment Manager, the General Partner and Philippe Laffont (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
Owner Signature: |
| Signature Name: Coatue Private Fund I LP By: Coatue Hybrid GP I LLC its General Partner By: /s/ Philippe Laffont, Managing Member |
| Signature Date: 10/11/18 |
Owner Signature: |
| Signature Name: Coatue Management, L.L.C. By: /s/ Philippe Laffont, Authorized Person |
| Signature Date: 10/11/18 |
Owner Signature: |
| Signature Name: Coatue Hybrid GP I LLC By: /s/ Philippe Laffont, Managing Member |
| Signature Date: 10/11/18 |
Owner Signature: |
| Signature Name: /s/ Philippe Laffont |
| Signature Date: 10/11/18 |