Form Type: 4

SEC EDGAR Link
Accession Number:0001628280-19-008308
Date:2019-06-20
Issuer: SLACK TECHNOLOGIES, INC. (WORK)
Original Submission Date:

Reporting Person:

OFARRELL JOHN
C/O SLACK TECHNOLOGIES, INC.
500 HOWARD STREET SAN FRANCISCO,, CA 94105

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2019-06-20 S 2,625,000 d $38.61 3,816,419 indirect f2
CLASS A COMMON STOCK 2019-06-20 S 375,000 d $39.00 9,814,412 indirect f3
CLASS A COMMON STOCK 2019-06-20 C 3,866,994 a $0.00 7,683,413 indirect f2
CLASS A COMMON STOCK 2019-06-20 C 12,003,090 a $0.00 21,817,502 indirect f3
CLASS A COMMON STOCK 2019-06-20 J 3,866,994 d $0.00 3,816,419 indirect f2
CLASS A COMMON STOCK 2019-06-20 J 12,003,090 d $0.00 9,814,412 indirect f3
CLASS A COMMON STOCK 2019-06-20 J 267,276 a $0.00 267,276 indirect f8
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 0.0 2019-06-20 deemed execution date C 3,866,994 (d) class a common stock 3,866,994 $0.00 7,784,561 indirect by: ah parallel fund iv, l.p.
CLASS B COMMON STOCK 0.0 2019-06-20 deemed execution date C 12,003,090 (d) class a common stock 12,003,090 $0.00 26,194,858 indirect by:andreessen horowitz fund i, l.p.
CLASS B COMMON STOCK 0.0 2019-06-20 deemed execution date 0 ( ) class a common stock 42,990 $0.00 42,990 indirect by: a16z seed-iii, llc
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $38.50 to $39.08. 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.
f2 these shares are held of record by ah parallel fund iv, l.p., for itself and as nominee for ah parallel fund iv-a, l.p., ah parallel fund iv-b, l.p., and ah parallel fund iv-q, l.p. (collectively the "ah parallel fund iv entities"). the reporting person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the ah parallel fund iv entities and this report shall not be deemed an admission that he is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, in the securities by virtue of his interest in the ah parallel fund iv entities, and/or the general partner entity thereof, as applicable.
f3 these shares are held of record by andreessen horowitz fund i, l.p., as nominee for andreessen horowitz fund i, l.p., andreessen horowitz fund i-a, l.p. and andreessen horowitz fund i-b, l.p. (collectively, the "ah fund i entities"). the reporting person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the ah fund i entities (and this report shall not be deemed an admission that he is the beneficial owner of such securities), except to the extent of his pecuniary interest, if any, in the securities by virtue of his interest in the ah fund i entities, and/or the general partner entity thereof, as applicable.
f4 each share of class b common stock is convertible without payment or consideration into one share of class a common stock at the option of the holder and has no expiration date.
f5 on june 20, 2019, the ah parallel fund iv entities distributed, for no consideration, 3,866,994 shares of class a common stock of the issuer (the "fund iv shares") to their limited partners and to ah equity partners iv (parallel), l.l.c. ("ah ep iv parallel"), the general partner of the ah parallel fund iv entities, representing each such partner's pro rata interest in such fund iv shares. on the same date, ah ep iv parallel distributed, for no consideration, the fund iv shares it received in the distribution by the ah parallel fund iv entities to its members, representing each such member's pro rata interest in such fund iv shares. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f6 on june 20, 2019, the ah fund i entities distributed, for no consideration, 12,003,090 shares of class a common stock of the issuer (the "fund i shares") to their limited partners and to ah ep i, the general partner of the ah fund i entities, representing each such partner's pro rata interest in such fund i shares. on the same date, ah ep i distributed, for no consideration, the fund i shares it received in the distribution by the ah fund i entities to its members, representing each such member's pro rata interest in such fund i shares. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f7 represents shares received by the reporting person pursuant to a distribution by each of the ah parallel fund iv entities and the ah fund i entities, for no consideration, of shares of class a common stock of the issuer to their respective partners and such partner's members, as applicable. all of the aforementioned distributions were made in accordance with the exemptions afforded by rules 16a-13 and 16a-9 of the securities exchange act of 1934, as amended.
f8 the shares are held of record by a family trust for which the reporting person is a trustee.
f9 these shares are held of record by a16z seed iii, llc ("a16z seed"). the reporting person disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by a16z seed and this report shall not be deemed an admission that he is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, in the securities by virtue of his interest in a16z seed, and/or its members and/or the general partner entity thereof, as applicable
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