Riverwood Capital Partners III (Parallel - A) L.P. 3/A
Accession 0000899243-21-036966
Filed
Sep 20, 8:00 PM ET
Accepted
Sep 21, 9:51 PM ET
Size
23.4 KB
Accession
0000899243-21-036966
Insider Transaction Report
- (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying)
- (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying)
- (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying)
- (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying)
- (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying)
- (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (431,539 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (3,334,873 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (693,374 underlying) - (indirect: See Footnote)
Series E Preferred Stock
→ Common Stock (1,155,624 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (1,245,326 underlying) - (indirect: See Footnote)
Series E-1 Preferred Stock
→ Common Stock (258,924 underlying)
Footnotes (6)
- [F1]All shares of Series E Preferred Stock, par value $0.001 per share ("Series E Preferred Stock") and Series E-1 Preferred Stock, par value $0.001 per share ("Series E-1 Preferred Stock"), of ForgeRock, Inc. (the "Issuer") will automatically be converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering (the "IPO") of its Class A common stock, par value $0.001 per share ("Class A Common Stock"), without payment of consideration. Immediately thereafter, but still prior to the closing of the IPO, all shares of Common Stock will be reclassified into shares of the Issuer's Class B common stock, par value $0.001 per share ("Class B Common Stock").
- [F2]Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer. Each of the Series E Preferred Stock and Series E-1 Preferred Stock has no expiration date.
- [F3]Shares are held by RCP III AIV L.P. Riverwood Capital III L.P. is the general partner of RCP III AIV L.P. Riverwood Capital GP III Ltd. is the general partner of Riverwood Capital III L.P. Consequently, Riverwood Capital III L.P. and Riverwood Capital GP III Ltd. may be deemed to be beneficially own the shares held by RCP III AIV L.P.
- [F4]Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
- [F5]Shares are held by Riverwood Capital Partners III (Parallel-A) L.P. Riverwood Capital III L.P. is the general partner of Riverwood Capital Partners III (Parallel-A) L.P. Riverwood Capital GP III Ltd. is the general partner of Riverwood Capital III L.P. Consequently, Riverwood Capital III L.P. and Riverwood Capital GP III Ltd. may be deemed to be beneficially own the shares held by Riverwood Capital Partners III (Parallel-A) L.P.
- [F6]Shares are held by Riverwood Capital Partners III (Parallel-B) L.P. Riverwood Capital III L.P. is the general partner of Riverwood Capital Partners III (Parallel-B) L.P. Riverwood Capital GP III Ltd. is the general partner of Riverwood Capital III L.P. Consequently, Riverwood Capital III L.P. and Riverwood Capital GP III Ltd. may be deemed to be beneficially own the shares held by Riverwood Capital Partners III (Parallel-B) L.P. RCP III AIV L.P., Riverwood Capital Partners III L.P., Riverwood Capital GP III Ltd., Riverwood Capital Partners III (Parallel-A) L.P. and Riverwood Capital Partners III (Parallel-B) L.P. are referred to collectively herein as the "Riverwood Entities").
Documents
Issuer
ForgeRock, Inc.
CIK 0001543916
Related Parties
1- filerCIK 0001818732
Filing Metadata
- Form type
- 3/A
- Filed
- Sep 20, 8:00 PM ET
- Accepted
- Sep 21, 9:51 PM ET
- Size
- 23.4 KB