Form Type: 4

SEC EDGAR Link
Accession Number:0000899243-22-038715
Date:2022-12-13
Issuer: ACV AUCTIONS INC. (ACVA)
Original Submission Date:

Reporting Person:

BESSEMER VENTURE PARTNERS IX L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104 LARCHMONT, NY 10538

Reporting Person:

BESSEMER VENTURE PARTNERS IX INSTITUTIONAL L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104 LARCHMONT, NY 10538

Reporting Person:

15 ANGELS III LLC
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538

Reporting Person:

DEER IX & CO. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104 LARCHMONT, NY 10538

Reporting Person:

DEER IX & CO. LTD.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104 LARCHMONT, NY 10538

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 2022-12-13 C 1,007,160 a $0.00 1,007,160 indirect
CLASS A COMMON STOCK 2022-12-13 S 1,007,160 d $9.00 0 indirect
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 2022-12-13 deemed execution date C 1,007,160 (d) class a common stock 1,007,160 $0.00 18,845,152 indirect see footnotes
Footnotes
IDfootnote
f1 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.
f2 represents 554,079 shares converted from class b common stock to class a common stock by bessemer venture partners ix l.p. ("bvp ix"), 443,902 shares converted from class b common stock to class a common stock by bessemer venture partners ix institutional l.p. ("bvp ix inst"), and 9,179 shares converted from class b common stock to class a common stock by 15 angels iii llc. ("15 angels" and together with bvp ix and bvp ix inst, the "bvp ix funds").
f3 on december 13, 2022 bvp ix, bvp ix inst, and 15 angels sold 554,079, 443,902, and 9,179 shares, respectively, of class a common stock of acv auctions, inc. the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $9.00 to $9.20, 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 ranges set forth in this footnote.
f4 after the reported transaction, bvp ix, bvp ix inst, and 15 angels own 10,367,471 shares, 8,305,924 shares and 171,757 shares, respectively, of class b common stock.
f5 deer ix & co. ltd. ("deer ltd.") is the general partner of deer ix & co. l.p. ("deer l.p."), which is the general partner of the bvp ix funds. deer ltd. and deer l.p. disclaim beneficial ownership of the securities held by the bvp ix funds, and this report shall not be deemed an admission that deer ltd. and deer l.p. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the bvp ix funds.
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