Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  GILHULY EDWARD A
2. Date of Event Requiring Statement (Month/Day/Year)
06/25/2014
3. Issuer Name and Ticker or Trading Symbol
GoPro, Inc. [GPRO]
(Last)
(First)
(Middle)
C/O SAGEVIEW CAPITAL LP, 245 LYTTON AVENUE, SUITE 250
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PALO ALTO, CA 94301
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock   (1)   (1) Class B Common Stock (2) 6,937,464 $ (1) I By Sageview Capital Master, L.P. (3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GILHULY EDWARD A
C/O SAGEVIEW CAPITAL LP
245 LYTTON AVENUE, SUITE 250
PALO ALTO, CA 94301
  X   X    
SAGEVIEW CAPITAL MASTER, L.P.
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Capital Partners (A), LP
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Capital Partners (B), LP
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Partners (C) (Master), LP
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Capital GenPar, Ltd.
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Capital GenPar, LP
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
Sageview Capital MGP, LLC
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    
STUART SCOTT M
C/O SAGEVIEW CAPITAL LP
55 RAILROAD AVENUE
GREENWICH, CT 06830
    X    

Signatures

Eve Saltman, Attorney-in-Fact for Edward A. Gilhuly 06/25/2014
**Signature of Reporting Person Date

Sageview Capital GenPar, Ltd., its General Partner, Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Sageview Capital GenPar, Ltd., its General Partner, Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Sageview Capital GenPar, Ltd., its General Partner, Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Sageview Capital GenPar, Ltd., its General Partner, Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Sageview Capital MGP, LLC, its General Partner, Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Dino Verardo, Vice President 06/25/2014
**Signature of Reporting Person Date

Scott M. Stuart 06/25/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) The Series A Convertible Preferred Stock shall automatically convert into Class B Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date.
(2) Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock is also convertible into Class A Common Stock on the same basis upon certain transfers of such shares.
(3) Shares held by Sageview Capital Master, L.P. ("Sageview Master"). Sageview Capital Partners (A), L.P. ("Sageview A"), Sageview Capital Partners (B), L.P. ("Sageview B") and Sageview Partners (C) (Master), L.P. ("Sageview C") are the sole shareholders of Sageview Master. Sageview Capital GenPar, Ltd. ("Sageview Ltd") is the sole general partner of each of Sageview Master. Sageview A, Sageview B and Sageview C. Sageview Capital GenPar, L.P. ("Sageview GenPar") is the sole shareholder of Sageview Ltd. Sageview Capital MGP, LLC is the sole general partner of Sageview GenPar. Edward A. Gilhuly, the Reporting Person, and Scott M. Stuart are managing members and controlling persons of Sageview Capital MGP, LLC. As a managing member of Sageview Capital MGP, LLC, the Reporting Person may be deemed to share voting and invested power over these shares.
 
Remarks:
Exhibit 24 - Power of Attorney

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