Mimecast Limited
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(Name of Issuer)
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Ordinary Shares, $0.012 nominal value
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(Title of Class of Securities)
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G14838109
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(CUSIP Number)
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December 31, 2017
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No.
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G14838109
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1
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NAMES OF REPORTING PERSONS
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Index Ventures IV (Jersey) L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Jersey, Channel Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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989,259
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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989,259
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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989,259
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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1.73%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No.
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G14838109
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1
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NAMES OF REPORTING PERSONS
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Index Ventures V Parallel Entrepreneur Fund (Jersey) L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Jersey, Channel Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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8,016
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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8,016
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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8,016
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.21%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No.
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G14838109
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1
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NAMES OF REPORTING PERSONS
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Yucca (Jersey) SLP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Jersey, Channel Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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12,597
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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12,597
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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12,597
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.02%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No.
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G14838109
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1
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NAMES OF REPORTING PERSONS
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Index Venture Associates V Limited
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||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☒
|
|||||
(b)☐
|
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|
|||
3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Jersey, Channel Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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1,009,872
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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1,009,872
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,009,872
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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1.76%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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Item 1(a). |
Name of Issuer:
Mimecast Limited
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Item 1(b). |
Address of Issuer's Principal Executive Offices:
CityPoint, One Ropemaker Street, Moorgate
London EC2Y 9AW, UK
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Item 2(a). | Name of Person Filing: |
i. ii. iii. iv. |
Index Ventures V (Jersey) L.P.
Index Ventures V Parallel Entrepreneur Fund (Jersey) L.P.
Yucca (Jersey) SLP
Index Venture Associates V Limited
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Item 2(b). | Address of Principal Business Office or, if none, Residence: |
i. ii. iii. iv. |
44 Esplanade, St. Helier, Jersey, Channel Islands, JE4 9WG
44 Esplanade, St. Helier, Jersey, Channel Islands, JE4 9WG
44 Esplanade, St. Helier, Jersey, Channel Islands, JE4 9WG
44 Esplanade, St. Helier, Jersey, Channel Islands, JE4 9WG
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Item 2(c). | Citizenship: |
i. ii. iii. iv. |
Jersey
Jersey
Jersey
Jersey
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Item 2(d). |
Title and Class of Securities:
Ordinary shares, nominal value of $0.012 per share
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Item 2(e). |
CUSIP Number:
G14838109
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Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or
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(a) | ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
(b) | ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | ☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); |
(f) | ☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); |
(g) | ☐ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); |
(h) | ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | ☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | ☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J); |
(k) | ☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ . |
Item 4. |
Ownership.
The information requested hereinafter is set forth in items 5 through 9 and 11 of the cover pages to this Schedule 13G. Ownership is stated as of December 31, 2017 and the ownership percentages are based upon 57,319,319 outstanding ordinary shares of the Issuer as of September 30, 2017 as set forth in the report of foreign issuers on Form 6-K filed by the Issuer with the Securities and Exchange Commission on November 8, 2017.
Index Ventures V (Jersey) L.P. (“Index Ventures V”) is the owner of record of 989,258 ordinary shares and Index Ventures V Parallel Entrepreneur Fund (Jersey) L.P. (“Index Ventures V Parallel” and together with Index Ventures V, the “Index V Funds”) is the owner of record of 8,016 ordinary shares. As the managing general partner of the Index V Funds, Index Venture Associates V Limited (“Index V Limited”) may be deemed to have shared dispositive power and shared voting power over the shares owned by the Index V Funds.
Yucca (Jersey) SLP (“Yucca”) is the owner of record of 12,597 ordinary shares. Yucca administers the co-investment vehicle that is contractually required to mirror the Index V Funds’ investment. As a result, Index V Limited may be deemed to have shared dispositive and shared voting power over Yucca's shares by virtue of its shared dispositive power over and shared voting power over the shares owned by the Index V Funds.
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Item 5. |
Ownership of Five Percent or Less of a Class.
Not applicable.
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Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person.
Not applicable.
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable.
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Item 8. |
Identification and Classification of Members of the Group.
See Exhibit 2.
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Item 9. |
Notice of Dissolution of Group.
Not applicable.
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Item 10.
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Certification.
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INDEX VENTURES V (JERSEY) L.P.
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By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
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Title: Director
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INDEX VENTURES V PARALLEL ENTREPRENEUR FUND (JERSEY) L.P.
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By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
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Title: Director
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YUCCA (JERSEY) SLP
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By: | Intertrust Employee Benefit Services Limited as authorized signatory of Yucca (Jersey) SLP in its capacity as an Administrator of the Index Co-Investment Scheme | |
By:
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/s/ Alex di Santo
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Name: Alex di Santo
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Title: Authorized Signatory
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By:
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/s/ Sarah Earles
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Name: Sarah Earles
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Title: Authorized Signatory
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INDEX VENTURE ASSOCIATES V LIMITED
|
||
By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
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Title: Director
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INDEX VENTURES V (JERSEY) L.P.
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By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
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Title: Director
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INDEX VENTURES V PARALLEL ENTREPRENEUR FUND (JERSEY) L.P.
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By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
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Title: Director
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YUCCA (JERSEY) SLP
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By: | Intertrust Employee Benefit Services Limited as authorized signatory of Yucca (Jersey) SLP in its capacity as an Administrator of the Index Co-Investment Scheme | |
By:
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/s/ Alex di Santo
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Name: Alex di Santo
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Title: Authorized Signatory
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By:
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/s/ Sarah Earles
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Name: Sarah Earles
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Title: Authorized Signatory
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INDEX VENTURE ASSOCIATES V LIMITED
|
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By:
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/s/ Sinead Meehan
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Name: Sinead Meehan
|
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Title: Director
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