SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ) *
Poshmark, Inc.
(Name of Issuer)
Class A Common Stock of $0.0001 par value per share
(Title of Class of Securities)
73739W 10 4
(CUSIP Number)
December 31, 2021
(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)
x 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. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization Delaware, United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 3,955,757 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 3,955,757 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 3,955,757 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.4% of shares of Class A Common Stock (5.1% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) PN | |||
| (1) | This statement on Schedule 13G is filed by GGV Capital V L.P., GGV Capital V Entrepreneurs Fund L.P., GGV Capital V L.L.C., Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung (collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | The shares are held directly by GGV Capital V L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization Delaware, United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 145,176 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 145,176 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 145,176 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 0.3% of shares of Class A Common Stock (0.2% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) PN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | The shares are held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization Delaware, United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) OO | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneur Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization Singapore | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) IN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Class A Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) IN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization Singapore | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) IN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) IN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021.. |
|
CUSIP No. 73739W 10 4 |
13G |
|
|
1. |
Names of Reporting Persons | |||
|
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
| ||
|
|
(a) ¨ |
| ||
|
|
(b) x (1) |
| ||
|
3. |
SEC USE ONLY | |||
|
4. |
Citizenship or Place of Organization United States of America | |||
|
Number of Beneficially Owned by Each Reporting Person With: |
5. |
Sole Voting Power
| ||
|
6. |
Shared Voting Power 4,100,933 shares of Common Stock (2) | |||
|
7. |
Sole Dispositive Power
| |||
|
8. |
Shared Dispositive Power 4,100,933 shares of Common Stock (2) | |||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person 4,100,933 shares of Common Stock (2) | |||
|
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ | ||
|
11. |
Percent of Class Represented by Amount in Row 9 8.7% of shares of Class A Common Stock (5.3% of Total Common Stock) (3) | |||
|
12. |
Type of Reporting Person (see instructions) IN | |||
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. | |
| (2) | Consists of (i) 3,955,757 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 145,176 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
|
CUSIP No. 73739W 10 4 |
13G |
|
Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of the Class A Common Stock of $0.0001 par value per share of Poshmark, Inc. (the “Issuer”).
| Item 1(a). | Name of Issuer: Poshmark, Inc. |
| Item 1(b). | Address of Issuer’s Principal Executive Officers: |
203 Redwood Shores Parkway, 8th Floor
Redwood City, California
| Item 2(a). | Name of Person(s) Filing: |
| GGV Capital V L.P. |
| GGV Capital V Entrepreneurs Fund L.P. |
| GGV Capital V L.L.C. |
| Jixun Foo |
| Glenn Solomon |
| Jenny Hong Wei Lee |
| Jeffrey Gordon Richards |
| Hans Tung |
| Item 2(b). | Address of Principal Business Office: |
GGV Capital
3000 Sand Hill Road, Suite 4-230
Menlo Park, California 94025
United States of America
| Item 2(c). | Citizenship or Place of Organization: |
| Name | Citizenship or Place of Organization |
| 1. GGV Capital V L.P. | Delaware, United States of America |
| 2. GGV Capital V Entrepreneurs Fund L.P. | Delaware, United States of America |
| 3. GGV Capital V L.L.C. | Delaware, United States of America |
| 4. Jixun Foo | Singapore |
| 5. Glenn Solomon | United States of America |
| 6. Jenny Hong Wei Lee | Singapore |
| 7. Jeffrey Gordon Richards | United States of America |
| 8. Hans Tung | United States of America |
| Item 2(d). | Title of Class of Securities: Common Stock, par value $0.001 per share |
| Item 2(e). | CUSIP Number: 73739W 10 4 |
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
Not applicable.
| Item 4(a). | Amount Beneficially Owned: |
| Item 4(b). | Percent of Class: |
|
CUSIP No. 73739W 10 4 |
13G |
|
| Item 4(c). | Number of shares as to which such persons have: |
The following information with respect to the beneficial ownership of Class A Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G as of December 31, 2021:
| Reporting Persons | Shares
Held Directly (1) | Shared | Shared
Dispositive Power | Beneficial Ownership | Percentage
of shares of Common Stock (3) | |||||||||
| GGV Capital V L.P. | 3,955,757 | 3,955,757 | 3,955,757 | 3,955,757 | 8.4% of shares of Class A Common Stock (5.1% of Total Common Stock) | |||||||||
| GGV Capital V Entrepreneurs Fund L.P. | 145,176 | 145,176 | 145,176 | 145,176 | 0.3% of shares of Common Stock (0.2% of Total Common Stock) | |||||||||
| GGV Capital V L.L.C. (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| Jixun Foo (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| Glenn Solomon (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| Jenny Hong Wei Lee (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| Jeffrey Gordon Richards (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| Hans Tung (2) | 0 | 4,100,933 | 4,100,933 | 4,100,933 | 8.7% of shares of Common Stock (5.3% of Total Common Stock) | |||||||||
| (1) | Represents the number of shares of Common Stock currently held by the Reporting Persons. | |
| (2) | GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. | |
| (3) | These beneficial ownership percentages are based on a total of 47,209,629 shares of the Issuer’s Class A Common Stock and 29,793,399 shares of the Issuer’s Class B Common Stock outstanding as of October 31, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 12, 2021. |
| 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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ¨
| 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. 73739W 10 4 |
13G |
|
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 14, 2022
| GGV Capital V L.P. | ||
| GGV CAPITAL V ENTREPRENEURS FUND L.P. | ||
| BY: GGV Capital V L.L.C. | ||
| ITS: General Partner | ||
| By: | /s/ Terence Jen | |
| Terence Jen | ||
| Attorney-in-fact | ||
| GGV Capital V L.L.C. | ||
| By: | /s/ Terence Jen | |
| Terence Jen | ||
| Attorney-in-fact | ||
| /s/ Jixun Foo | ||
| Jixun Foo | ||
| /s/ Glenn Solomon | ||
| Glenn Solomon | ||
| /s/ Jenny Hong Wei Lee | ||
| Jenny Hong Wei Lee | ||
| /s/ Jeffrey Gordon Richards | ||
| Jeffrey Gordon Richards | ||
| /s/ Hans Tung | ||
| Hans Tung | ||
Exhibit(s):
Exhibit 99.1: Joint Filing Statement
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Poshmark, Inc.
| Dated: February 14, 2022 | ||
| GGV Capital V L.P. | ||
| GGV CAPITAL V ENTREPRENEURS FUND L.P. | ||
| BY: GGV Capital V L.L.C. | ||
| ITS: General Partner | ||
| By: | /s/ Terence Jen | |
| Terence Jen | ||
| Attorney-in-fact | ||
| GGV Capital V L.L.C. | ||
| By: | /s/ Terence Jen | |
| Terence Jen | ||
| Attorney-in-fact | ||
| /s/ Jixun Foo | ||
| Jixun Foo | ||
| /s/ Glenn Solomon | ||
| Glenn Solomon | ||
| /s/ Jenny Hong Wei Lee | ||
| Jenny Hong Wei Lee | ||
| /s/ Jeffrey Gordon Richards | ||
| Jeffrey Gordon Richards | ||
| /s/ Hans Tung | ||
| Hans Tung | ||