SEC Form 4 filed by Mayfield Xiii, A Cayman Islands Exempted Limited Partnership
$POSH
Department/Specialty Retail Stores
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Poshmark, Inc. [ POSH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/05/2023 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Common Stock | $17.9 | 01/05/2023 | U | 15,748,793 | (1) | (1) | Class A Common Stock | 15,748,793 | $0.00 | 0 | I | By Mayfield XIII, a Cayman Islands Exempted Limited Partnership(2) | |||
| Class B Common Stock | $17.9 | 01/05/2023 | U | 1,504,854 | (1) | (1) | Class A Common Stock | 1,504,854 | $0.00 | 0 | I | By Mayfield Select, a Cayman Islands Exempted Limited Partnership(3) | |||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the Reporting Persons and has no expiration date. |
| 2. Mayfield XIII Management (UGP), Ltd., a Cayman Islands Exempted Company, or MF XIII UGP, is the general partner of Mayfield XIII Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, which is the general partner of MF XIII, a Cayman Islands Exempted Limited Partnership, or MF XIII. Rajeev Batra, Navin Chaddha, and Vaneeta Varma are the directors of MF XIII UGP. As a result, each of the foregoing entities and individuals may be deemed to share beneficial ownership of the shares owned by MF XIII, but each of the individuals disclaims such beneficial ownership. |
| 3. Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company, or MF Select UGP, is the general partner of Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, which is the general partner of MF Select, a Cayman Islands Exempted Limited Partnership, or MF Select. Rajeev Batra, Navin Chaddha, and Urshit Parikh are the directors of MF Select UGP. As a result, each of the foregoing entities and individuals may be deemed to share beneficial ownership of the shares owned by MF Select, but each of the individuals disclaims such beneficial ownership. |
| Remarks: |
| Mayfield XIII, a Cayman Islands Exempted Limited Partnership By: Mayfield XIII Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, its general partner By: Mayfield XIII Management (UGP), Ltd., a Cayman Islands Exempted Company, its gene | 01/06/2023 | |
| Mayfield XIII Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, By: Mayfield XIII Management (UGP), Ltd., a Cayman Islands Exempted Company, its general partner, By: /s/ Paul Kohli, Authorized Signatory | 01/06/2023 | |
| Mayfield XIII Management (UGP), Ltd., a Cayman Islands Exempted Company, By: /s/ Paul Kohli, Authorized Signatory | 01/06/2023 | |
| Mayfield Select, a Cayman Islands Exempted Limited Partnership, By: Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, its general partner, By: Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company, | 01/06/2023 | |
| Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership, By: Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company, its general partner, By: /s/ Paul Kohli, Authorized Signatory | 01/06/2023 | |
| Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company, By: /s/ Paul Kohli, Authorized Signatory | 01/06/2023 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||