3//SEC Filing
AH Equity Partners III (Parallel), L.L.C. 3
Accession 0001209191-21-060181
CIK 0001784851other
Filed
Oct 11, 8:00 PM ET
Accepted
Oct 12, 12:31 PM ET
Size
17.8 KB
Accession
0001209191-21-060181
Insider Transaction Report
Form 3
Holdings
- 488,904(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 4,500,136(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 283,881(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 31,542(indirect: By AH Parallel Fund III, L.P.)
Common Stock
AH Parallel Fund III-A, L.P.
10% Owner
Holdings
- 4,500,136(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 283,881(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 488,904(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 31,542(indirect: By AH Parallel Fund III, L.P.)
Common Stock
AH Parallel Fund III-B, L.P.
10% Owner
Holdings
- 283,881(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 4,500,136(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 488,904(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 31,542(indirect: By AH Parallel Fund III, L.P.)
Common Stock
AH Parallel Fund III, L.P.
10% Owner
Holdings
- 31,542(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 4,500,136(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 488,904(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 283,881(indirect: By AH Parallel Fund III, L.P.)
Common Stock
AH Parallel Fund III-Q, L.P.
10% Owner
Holdings
- 31,542(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 488,904(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
- 283,881(indirect: By AH Parallel Fund III, L.P.)
Common Stock
- 4,500,136(indirect: By Andreessen Horowitz Fund III, L.P.)
Common Stock
Footnotes (6)
- [F1]In connection with the merger (the "Merger") described in that certain Agreement and Plan of Merger and Reorganization, dated as of April 28, 2021 (the "Merger Agreement"), by and among Galileo Acquisition Corp., now known as Shapeways Holdings, Inc. (the "Issuer"), Galileo Acquisition Holdings, Inc., and Shapeways, Inc., Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P. and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"), received 4,400,136 shares of Common Stock in the Issuer and AH Parallel Fund III, L.P., for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P. and AH Parallel Fund III-Q, L.P. (collectively, the "AH Parallel III Entities"), received 283,881 shares of Common Stock in the Issuer.
- [F2](Continued from Footnote 1) Additionally, the AH Fund III Entities received 488,904 restricted Common Stock of the Issuer and the AH Parallel III Entities received 31,542 restricted Common Stock of the Issuer (collectively, the "Earn-out Shares"). The Earn-out Shares are subject to certain vesting and forfeiture conditions on the terms set forth in the Merger Agreement. Concurrently with the closing of the Merger, the AH Fund III Entities acquired 100,000 shares of the Issuer's Common Stock pursuant to a subscription agreement entered into with the Issuer.
- [F3]The reported securities are held by AH Fund III Entities. AH Equity Partners III, L.L.C. ("AH EP III") is the general partner of the AH Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. The managing members of AH EP III are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by the AH Fund III Entities.
- [F4]Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any.
- [F5]The reported securities are held by AH Parallel III Entities. AH Equity Partners III (Parallel), L.L.C. ("AH EP Parallel III") is the general partner of the AH Parallel III Entities and has sole voting and dispositive power with regard to the securities held by the AH Parallel III Entities. The managing members of AH EP Parallel III are Marc Andreessen and Benjamin Horowitz. Marc Andreessen and Benjamin Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel III Entities.
- [F6]Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any.
Documents
Issuer
Shapeways Holdings, Inc.
CIK 0001784851
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001540359
Filing Metadata
- Form type
- 3
- Filed
- Oct 11, 8:00 PM ET
- Accepted
- Oct 12, 12:31 PM ET
- Size
- 17.8 KB