SEC Info - Sequoia Capital Franchise Fund LP, et al. - ‘SC 13G/A’ on 2/12/21 re: Elevate Credit, Inc.

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Sequoia Capital Franchise Fund LP, et al. – ‘SC 13G/A’ on 2/12/21 re: Elevate Credit, Inc.

On: Friday, 2/12/21, at 9:04pm ET · As of: 2/16/21 · Accession #: 1193125-21-42150 · File #: 5-89957

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

 2/16/21  Sequoia Capital Franchise Fund LP SC 13G/A    2/12/21    1:154K Elevate Credit, Inc.              Donnelley … Solutions/FA
          SC IX.I Management, LLC
          SCFF Management, LLC
          SCGF III Management, LLC
          Sequoia Capital Entrepreneurs Annex Fund, L.P.
          Sequoia Capital Franchise Partners, L.P.
          Sequoia Capital Growth Fund III, L.P.
          Sequoia Capital Growth III Principals Fund, LLC
          Sequoia Capital Growth Partners III, L.P.
          Sequoia Capital IX, L.P.

Amendment to Statement of Acquisition of Beneficial Ownership by a “Passive” Investor — Sch. 13G — WA’68
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G/A    Amendment to Statement of Acquisition of            HTML     69K 
                Beneficial Ownership by a "Passive" Investor

This is an HTML Document rendered as filed. [ Alternative Formats ]

SC 13G/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and

Amendments Thereto Filed Pursuant to § 240.13d-2

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

Elevate Credit, Inc.

(Name of Issuer)

Common Stock, par value $0.0004 per share

(Title of Class of Securities)

28621V101

(CUSIP Number)

December 31, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 28621V101		SCHEDULE 13G		Page 2 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL ENTREPRENEURS ANNEX FUND, L.P. (“ANNEX”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 3 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL IX, L.P. (“SC IX”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 4 of 15 Pages


1	NAME OF REPORTING PERSON SC IX.I MANAGEMENT, LLC (“SC IX.I LLC”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON OO

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 5 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL FRANCHISE FUND, L.P. (“SCFF”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 6 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL FRANCHISE PARTNERS, L.P. (“SCFP”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 7 of 15 Pages


1	NAME OF REPORTING PERSON SCFF MANAGEMENT, LLC (“SCFF LLC”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON OO

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 8 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL GROWTH FUND III, L.P. (“SCGF III”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 9 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL GROWTH PARTNERS III, L.P. (“SCGP III”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON PN

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 10 of 15 Pages


1	NAME OF REPORTING PERSON SEQUOIA CAPITAL GROWTH III PRINCIPALS FUND, LLC (“SCG III PF”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON OO

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 11 of 15 Pages


1	NAME OF REPORTING PERSON SCGF III MANAGEMENT, LLC (“SCGF III LLC”)
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER 0
		6	SHARED VOTING POWER 0
		7	SOLE DISPOSITIVE POWER 0
		8	SHARED DISPOSITIVE POWER 0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%¹
12	TYPE OF REPORTING PERSON OO

1	Based on a total of 38,070,426 shares outstanding as of November 5, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.


CUSIP No. 28621V101		SCHEDULE 13G		Page 12 of 15 Pages

ITEM 1.

(a) Name of Issuer:

Elevate Credit, Inc.

(b) Address of Issuer’s Principal Executive Offices:

4150 International Plaza, Suite 300

Fort Worth, Texas 76109

ITEM 2.

(a) Name of Persons Filing:

Sequoia Capital Entrepreneurs Annex Fund, L.P.

Sequoia Capital IX, L.P.

SC IX.I Management, LLC

Sequoia Capital Franchise Fund, L.P.

Sequoia Capital Franchise Partners, L.P.

SCFF Management, LLC

Sequoia Capital Growth Fund III, L.P.

Sequoia Capital Growth Partners III, L.P.

Sequoia Capital Growth III Principals Fund, LLC

SCGF III Management, LLC

SC IX.I LLC is the General Partner of ANNEX and SC IX. SCFF LLC is the General Partner of SCFF and SCFP. SCGF III LLC is the General Partner of SCGF III and SCGP III, and the Managing Member of SCG III PF.

(b) Address of Principal Business Office or, if none, Residence:

2800 Sand Hill Road, Suite 101

Menlo Park, CA 94025

ANNEX, SC IX, SC IX.I LLC, SCFF, SCFP, SCFF LLC, SCGF III, SCGP III, SCG III PF, SCGF III LLC:

Delaware

(d) CUSIP Number:

28621V101

ITEM 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

NOT APPLICABLE

ITEM 4.

OWNERSHIP

SEE ROWS 5 THROUGH 11 OF COVER PAGES

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.


CUSIP No. 28621V101		SCHEDULE 13G		Page 13 of 15 Pages

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

NOT APPLICABLE

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

NOT APPLICABLE

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

NOT APPLICABLE

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP.

NOT APPLICABLE

ITEM 10.

CERTIFICATION

NOT APPLICABLE


CUSIP No. 28621V101		SCHEDULE 13G		Page 14 of 15 Pages

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: February 12, 2021


Sequoia Capital Entrepreneurs Annex Fund, L.P.
Sequoia Capital IX, L.P.

	By: SC IX.I Management, LLC a Delaware Limited Liability Company General Partner of Each

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

SC IX.I Management, LLC

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

Sequoia Capital Franchise Fund, L.P.
Sequoia Capital Franchise Partners, L.P.

	By: SCFF Management, LLC a Delaware Limited Liability Company General Partner of Each

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

SCFF Management, LLC

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

Sequoia Capital Growth Fund III, L.P.
Sequoia Capital Growth Partners III, L.P.

	By: SCGF III Management, LLC a Delaware Limited Liability Company General Partner of Each

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member


CUSIP No. 28621V101		SCHEDULE 13G		Page 15 of 15 Pages


Sequoia Capital Growth III Principals Fund LLC

	By: SCGF III Management, LLC a Delaware Limited Liability Company Its Managing Member

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

SCGF III Management, LLC

	By:	/s/ *Douglas Leone*
	Douglas Leone, Managing Member

Dates Referenced Herein and Documents Incorporated by Reference

This ‘SC 13G/A’ Filing	Date	Other Filings

Filed as of:	2/16/21	SC 13G/A
Filed on:	2/12/21	4
	12/31/20	10-K
	11/9/20	10-Q, 8-K
	11/5/20
		List all Filings

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Filing Submission 0001193125-21-042150 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Sequoia Capital Franchise Fund LP, et al. – ‘SC 13G/A’ on 2/12/21 re: Elevate Credit, Inc.

On: Friday, 2/12/21, at 9:04pm ET · As of: 2/16/21 · Accession #: 1193125-21-42150 · File #: 5-89957

Previous ‘SC 13G’: ‘SC 13G/A’ on 2/10/17 · Latest ‘SC 13G’: This Filing

Amendment to Statement of Acquisition of Beneficial Ownership by a “Passive” Investor — Sch. 13G — WA’68Filing Table of Contents

This is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to Statement of Acquisition of Beneficial Ownership by a “Passive” Investor — Sch. 13G — WA’68
Filing Table of Contents