Home/Filings/4/0001209191-22-046766

4//SEC Filing

CARLBORG W ERIC 4

Accession 0001209191-22-046766

CIK 0001653482other

View on SEC.gov Company Profile

Filed

Aug 17, 8:00 PM ET

Accepted

Aug 18, 7:31 PM ET

Size

40.9 KB

Accession

0001209191-22-046766

Insider Transaction Report

Form 4

Period: 2022-08-16

Gitlab Inc.GTLB

August Capital Management VII, L.L.C.

10% Owner

Transactions

Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total
Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

August Capital Strategic Partners VII, L.P.

10% Owner

Transactions

Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total
Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

August Capital VII, L.P.

10% Owner

Transactions

Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total
Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

CARLBORG W ERIC

10% Owner

Transactions

Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

Hartenbaum Howard

10% Owner

Transactions

Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

Hornik David

Director10% Owner

Transactions

Other
Class A common stock
2022-08-16+168,453→ 210,907 total
Sale
Class A common stock
2022-08-16$66.38/sh−16,967$1,126,269→ 193,940 total
Sale
Class A common stock
2022-08-17$64.33/sh−24,304$1,563,476→ 125,433 total
Sale
Class A common stock
2022-08-17$65.31/sh−7,000$457,170→ 118,433 total
Sale
Class A common stock
2022-08-17$67.10/sh−400$26,840→ 110,907 total
Other
Class A common stock
2022-08-16−3,031,943→ 8,867,314 total(indirect: See footnotes)
Sale
Class A common stock
2022-08-16$67.28/sh−40,925$2,753,434→ 153,015 total
Other
Class A common stock
2022-08-16+168,453→ 310,905 total
Gift
Class A common stock
2022-08-16−36,226→ 168,453 total
Gift
Class A common stock
2022-08-13−36,226→ 36,226 total
Other
Class A common stock
2022-08-16+168,453→ 204,679 total
Sale
Class A common stock
2022-08-17$66.13/sh−7,126$471,242→ 111,307 total
Sale
Class A common stock
2022-08-16$67.96/sh−3,278$222,773→ 149,737 total

Holdings

Class A common stock
(indirect: See footnote)
36,226

Footnotes (17)

[F1]On August 16, 2022, August Capital VII, L.P., for itself and as nominee for August Capital Strategic Partners VII, L.P. (collectively, the "August Capital VII Funds") distributed, for no consideration, 3,031,943 shares of the Issuer's Class A Common Stock (the "August Capital VII Shares") to their respective limited partners and to August Capital Management VII, L.L.C. ("ACM VII"), the general partner of the August Capital VII Funds, representing each such partner's pro rata interest in such August Capital VII Shares. On the same date, ACM VII distributed, for no consideration, the August Capital VII Shares it received in the distribution by August Capital VII Funds to its members, representing each such member's pro rata interest in such August Capital VII Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
[F10]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.78 to $66.77, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F11]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.78 to $67.77, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F12]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.78 to $68.62, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F13]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.75 to $64.69, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F14]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.75 to $65.74, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F15]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.75 to $66.71, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F16]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.00 to $67.17, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F17]Shares held by Hartenbaum daughter's trust, for which Hartenbaum is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Hartenbaum, disclaims beneficial ownership of these securities, 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.
[F2]These securities are held directly by August Capital VII, L.P., for itself and as nominee for August Capital Strategic Partners VII, L.P. ACM VII is the general partner of the August Capital VII Funds and may be deemed to have sole voting power and sole investment power over the shares held by the August Capital VII Funds. David Hornik ("Hornik"), W. Eric Carlborg ("Carlborg"), and Howard Hartenbaum ("Hartenbaum") are members of ACM VII and may be deemed to have shared voting and investment power with respect to the shares held by the August Capital VII Funds.
[F3]Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the August Capital VII Funds (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.
[F4]Represents shares received by Carlborg pursuant to pro rata distributions by the August Capital VII Funds and ACM VII, for no consideration, of the shares of the August Capital VII Shares to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
[F5]Shares held by Carlborg. Each of the Reporting Persons disclaims the existence of a "group" and, other than Carlborg, disclaims beneficial ownership of these securities, 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.
[F6]Shares held by Hartenbaum. Each of the Reporting Persons disclaims the existence of a "group" and, other than Hartenbaum, disclaims beneficial ownership of these securities, 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.
[F7]Represents shares received by Hartenbaum pursuant to pro rata distributions by the August Capital VII Funds and ACM VII, for no consideration, of the shares of the August Capital VII Shares to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
[F8]Represents shares received by Hornik pursuant to pro rata distributions by the August Capital VII Funds and ACM VII, for no consideration, of the shares of the August Capital VII Shares to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
[F9]Shares held by Hornik. Each of the Reporting Persons disclaims the existence of a "group" and, other than Hornik, disclaims beneficial ownership of these securities, 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

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Gitlab Inc.

CIK 0001653482

→

Entity typeother

Related Parties

filerCIK 0001191203

Filing Metadata

Form type: 4
Filed: Aug 17, 8:00 PM ET
Accepted: Aug 18, 7:31 PM ET
Size: 40.9 KB

View on SEC.gov