4//SEC Filing
Carrick Capital Partners II Co-Investment Fund II, L.P. 4
Accession 0000898432-20-000646
CIK 0001481646other
Filed
Jul 7, 8:00 PM ET
Accepted
Jul 8, 6:58 PM ET
Size
16.9 KB
Accession
0000898432-20-000646
Insider Transaction Report
Form 4
Accolade, Inc.ACCD
Transactions
- Conversion
Series D Preferred Stock
2020-07-07−1,424,360→ 0 total(indirect: See Footnote)→ Common Stock - Conversion
Series E Preferred Stock
2020-07-07−419,076→ 0 total(indirect: See Footnote)→ Common Stock - Conversion
Common Stock
2020-07-07+3,508,278→ 3,508,278 total(indirect: See Footnotes) - Conversion
Warrants
2020-07-07−101,600→ 0 total(indirect: See Footnote)→ Common Stock
Footnotes (6)
- [F1]The shares of the Issuer's Common Stock ("Common Stock") are held of record as follows: (i) 341,153 shares held of record by Carrick Capital Associates Fund, L.P. ("CCAF"), (ii) 116,560 shares held of record by Carrick Capital Founders Fund, L.P. ("CCFF"), (iii) 2,075,349 shares held of record by Carrick Capital Partners, L.P. ("CCP"), (iv) 487,608 shares held of record by Carrick Capital Partners II Co-Investment Fund, L.P. ("CIF") and (v) 487,608 shares held of record by Carrick Capital Partners II Co-Investment Fund II, L.P. ("CIFII").
- [F2]Carrick Management Partners, LLC ("CMP" and, together with CCAF, CCFF and CCP, the "CMP Group") is the general partner of each of CCAF, CCFF and CCP. Carrick Management Partners II, LLC ("CMPII" and, together with CIF and CIFII, the "CMPII Group") is the general partner of each of CIF and CIFII. CMP and CMPII may be deemed to have voting, investment and dispositive power with respect to the securities held by the CMP Group and the CMPII Group, respectively.
- [F3]Each of James C. Madden, V. ("Madden") and Marc F. McMorris ("McMorris" and, together with Madden, the "Managing Members") is a managing member of CMP and CMPII. The Managing Members may be deemed to share voting, investment and dispositive power with respect to the shares of Common Stock held by the CMP Group and the CMPII Group. Each of the Managing Members, CMP and CMPII disclaim beneficial ownership of these securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
- [F4]Effective upon the closing of the Issuer's initial public offering (the "IPO"), each share of the Issuer's Series D Preferred Stock (the "Series D Preferred") held by the CMP Group automatically converted into approximately 1.7784 shares of Common Stock. No fractional shares were issued as a result of this conversion. Prior to the IPO, the Series D Preferred was convertible at any time into shares of Common Stock at the then-effective conversion rate for no additional consideration in accordance with the Issuer's Seventh Amended and Restated Certificate of Incorporation, as amended to date (the "Charter") and had no expiration date.
- [F5]Effective upon the closing of the IPO, each share of the Issuer's Series E Preferred Stock (the "Series E Preferred") held by the CMPII Group automatically converted into approximately 2.0846 shares of Common Stock. No fractional shares were issued as a result of this conversion. Prior to the IPO, the Series E Preferred was convertible at any time into shares of Common Stock at the then-effective conversion rate for no additional consideration in accordance with the Charter and had no expiration date.
- [F6]Prior to the IPO, CIF and CIFII each held fully-vested warrants, which would have expired on March 16, 2028, for the purchase of up to 50,800 shares of Common Stock. Upon the closing of the IPO, the warrants were automatically net exercised and surrendered such that the holder of each warrant received 50,798 shares of Common Stock based on the IPO Price and after deduction of the exercise price, which was $0.0005 per share. No fractional shares were issued as a result of this warrant exercise.
Documents
Issuer
Accolade, Inc.
CIK 0001481646
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001684664
Filing Metadata
- Form type
- 4
- Filed
- Jul 7, 8:00 PM ET
- Accepted
- Jul 8, 6:58 PM ET
- Size
- 16.9 KB