SEC Info - SC US (TTGP), Ltd., et al. - ‘4’ for 10/9/18 re: Guardant Health, Inc.

Ownership Document

Schema Version: X0306

Document Type: 4

Period of Report: 10/9/18

Not Subject to Section 16: 1

Issuer:

Issuer CIK: 1576280

Issuer Name: Guardant Health, Inc.

Issuer Trading Symbol: GH

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1607841

Owner Name: SC US (TTGP), LTD.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1611355

Owner Name: SC U.S. VENTURE 2010 MANAGEMENT, L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1563112

Owner Name: SEQUOIA CAPITAL U.S. VENTURE 2010-SEED FUND, L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1611358

Owner Name: SEQUOIA CAPITAL SCOUT FUND II, L.L.C.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1744933

Owner Name: Sandscape, LLC

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1611397

Owner Name: SC U.S. VENTURE XIV MANAGEMENT, L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1556027

Owner Name: SEQUOIA CAPITAL U.S. VENTURE FUND XIV, L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1556219

Owner Name: SEQUOIA CAPITAL U.S. VENTURE PARTNERS FUND XIV, L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1561342

Owner Name: SEQUOIA CAPITAL U.S. VENTURE PARTNERS FUND XIV (Q), L.P.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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: 1611394

Owner Name: SEQUOIA CAPITAL USV XIV HOLDCO, LTD.

Reporting Owner Address:

Owner Street 1: 2800 SAND HILL ROAD

Owner Street 2: SUITE 101

Owner City: MENLO PARK

Owner State: CA

Owner ZIP Code: 94025

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 Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 13,264

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 13,264

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sandscape, LLC

Footnote ID: F2

Non-Derivative Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 5,564,701

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 5,564,701

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Non-Derivative Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 1,402,994

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 1,402,994

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Non-Derivative Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 233,832

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 233,832

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Non-Derivative Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 508,497

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 508,497

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Non-Derivative Transaction:

Security Title:

Value: COMMON STOCK

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 44,866

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 44,866

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Derivative Table:

Derivative Transaction:

Security Title:

Value: SERIES A PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 13,264

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 13,264.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sandscape, LLC

Footnote ID: F2

Derivative Transaction:

Security Title:

Value: SERIES A PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 5,564,701

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 5,564,701.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Derivative Transaction:

Security Title:

Value: SERIES B PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 1,402,994

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 1,402,994.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Derivative Transaction:

Security Title:

Value: SERIES C PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 233,832

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 233,832.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Derivative Transaction:

Security Title:

Value: SERIES D PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 508,497

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 508,497.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Derivative Transaction:

Security Title:

Value: SERIES E PREFERRED STOCK

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 10/9/18

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Transaction Amounts:

Transaction Shares:

Value: 44,866

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: COMMON STOCK

Underlying Security Shares:

Value: 44,866.0

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 0

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: By Sequoia Capital USV XIV Holdco, Ltd.

Footnote ID: F3

Footnotes:

Footnote - F1: The shares of Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, at the then-effective conversion rate for no additional consideration (subject to the payment of cash in lieu of any fractional shares in accordance with the Certificate of Incorporation) immediately prior to the consummation of the Issuer's initial public offering, and have no expiration date.

Footnote - F2: The shares are directly held by Sandscape, LLC. SC US (TTGP), Ltd. is the general partner of SC US Venture 2010 Management, L.P., which is the general partner of Sequoia Capital U.S. Venture 2010-Seed Fund, L.P., which is the managing member of Sequoia Capital Scout Fund II, L.L.C., which is the managing member of Sandscape, LLC. As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by Sandscape, LLC. Each Reporting Person disclaims beneficial ownership of such shares 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.

Footnote - F3: The shares are directly held by Sequoia Capital USV XIV Holdco, Ltd., or SC USV XIV Holdco. SC US (TTGP), Ltd. is the general partner of SC U.S. Venture XIV Management, L.P., which is the general partner of each of Sequoia Capital U.S. Venture Fund XIV, L.P., Sequoia Capital U.S. Venture Partners Fund XIV, L.P. and Sequoia Capital U.S. Venture Partners Fund XIV (Q), L.P., or collectively, the SC USV XIV Funds. The SC USV XIV Funds together own 100% of the outstanding ordinary shares of SC USV XIV Holdco. As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by SC USV XIV Holdco. Each Reporting Person disclaims beneficial ownership of such shares 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.

Remarks: Exhibit 24.1 Power of Attorney for Roelof F. Botha */s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC US Venture 2010 Management, L.P., the general partner of Sequoia Capital U.S. Venture 2010-Seed Fund, L.P., the managing member of Sequoia Capital Scout Fund II, L.L.C. ** /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC US Venture 2010 Management, L.P., the general partner of Sequoia Capital U.S. Venture 2010-Seed Fund, L.P., the managing member of Sequoia Capital Scout Fund II, L.L.C., the managing member of Sandscape, LLC *** /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Venture XIV Management, L.P. **** /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Venture XIV Management, L.P., the general partner of Sequoia Capital U.S. Venture Fund XIV, L.P. *****/s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Venture XIV Management, L.P., the general partner of Sequoia Capital U.S. Venture Partners Fund XIV, L.P. ****** /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Venture XIV Management, L.P., the general partner of Sequoia Capital U.S. Venture Partners Fund XIV (Q), L.P. *******/s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Venture XIV Management, L.P., the general partner of each of Sequoia Capital U.S. Venture Fund XIV, L.P., Sequoia Capital U.S. Venture Partners Fund XIV, L.P. and Sequoia Capital U.S. Venture Partners Fund XIV (Q), L.P., the 100% owners of Sequoia Capital USV XIV Holdco, Ltd.

Owner Signature:

Signature Name: /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd.

Signature Date: 10/11/18

Owner Signature:

Signature Name: /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC US Venture 2010 Management, L.P.

Signature Date: 10/11/18

Owner Signature:

Signature Name: /s/ Jung Yeon Son, by power of attorney for Roelof F. Botha, a Director of SC US (TTGP), Ltd., the general partner of SC US Venture 2010 Management, L.P., the general partner of Sequoia Capital U.S. Venture 2010-Seed Fund, L.P.

Signature Date: 10/11/18

Owner Signature:

Signature Name: * See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: ** See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: *** See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: **** See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: ***** See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: ****** See remarks

Signature Date: 10/11/18

Owner Signature:

Signature Name: ******* See remarks

Signature Date: 10/11/18

SC US (TTGP), Ltd., et al. – ‘4’ for 10/9/18 re: Guardant Health, Inc.

On: Thursday, 10/11/18, at 1:22pm ET · For: 10/9/18 · Accession #: 1628280-18-12467 · File #: 1-38683

Previous ‘4’: ‘4’ on 9/25/18 for 9/24/18 · Next: ‘4/A’ on 10/11/18 for 10/9/18 · Latest: ‘4’ on 5/16/24 for 5/14/24

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

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — wf-form4_153927853046265.xml/3.6

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

SC US (TTGP), Ltd., et al. – ‘4’ for 10/9/18 re: Guardant Health, Inc.

On: Thursday, 10/11/18, at 1:22pm ET · For: 10/9/18 · Accession #: 1628280-18-12467 · File #: 1-38683

Previous ‘4’: ‘4’ on 9/25/18 for 9/24/18 · Next: ‘4/A’ on 10/11/18 for 10/9/18 · Latest: ‘4’ on 5/16/24 for 5/14/24

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

‘4’ — Statement of Changes in Beneficial Ownership of Securities by an Insider — wf-form4_153927853046265.xml/3.6

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

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