Sec Form 4 Filing - DST GLOBAL IV, L.P. @ ContextLogic Inc. - 2021-06-07

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
DST GLOBAL IV, L.P.
2. Issuer Name and Ticker or Trading Symbol
ContextLogic Inc. [ WISH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,, ONE CAPITAL PLACE, P.O. BOX 847
3. Date of Earliest Transaction (MM/DD/YY)
06/07/2021
(Street)
GRAND CAYMAN, E9KY1-1103
4. If Amendment, Date Original Filed (MM/DD/YY)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 06/07/2021 J( 1 ) 18,796,769 D $ 0 15,606,631 D ( 2 )
Class A Common Stock 06/07/2021 J( 3 ) 8,864,399 D $ 0 7,331,241 I By DST Global V, L.P. ( 4 )
Class A Common Stock 06/07/2021 J( 5 ) 27,630,195 D $ 0 955,135 I By DST INVESTMENTS XI, L.P. ( 6 )
Class A Common Stock 06/07/2021 J( 7 ) 7,660,208 D $ 0 5,864,012 I By DST Investments XV, L.P. ( 8 )
Class A Common Stock 06/07/2021 J( 9 ) 2,542,417 D $ 0 2,066,123 I By DST Investments XVI, L.P. ( 10 )
Class A Common Stock 6,478,250 I By DST Global IV Co-Invest, L.P. ( 11 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DST GLOBAL IV, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Global IV Co-Invest, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Global V, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST INVESTMENTS XI, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Investments XV, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Investments XVI, L.P.
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Managers Ltd
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
DST Managers V Ltd
TRIDENT TRUST COMPANY (CAYMAN) LIMITED,
ONE CAPITAL PLACE, P.O. BOX 847
GRAND CAYMAN, E9KY1-1103
X
Signatures
DST GLOBAL IV, L.P., By: DST Managers Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST Global IV Co-Invest, L.P., By: DST Managers Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST Global V, L.P., By: DST Managers V Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST INVESTMENTS XI, L.P.By: DST Managers Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST DST Investments XV, L.P., By: DST Managers V Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST Investments XVI, L.P., By: DST Managers V Ltd, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST Managers LTD, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
DST Managers V LTD, By: Despoina Zinonos, Its: President, /s/ Despoina Zinonos 06/09/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 7, 2021, DST GLOBAL IV, L.P. ("DST IV") distributed in-kind, without consideration, 18,796,769 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
( 2 )The shares are owned directly by DST IV, whose general partner is DST Managers Ltd. DST Managers Ltd holds ultimate voting and investment power over the shares held by DST IV. Each of the reporting persons other than DST IV may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
( 3 )On June 7, 2021, DST Global V, L.P. ("DST V") distributed in-kind, without consideration, 8,864,399 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
( 4 )The shares are owned directly by DST V, whose general partner is DST Managers V Ltd. DST Managers V Ltd holds ultimate voting and investment power over the shares held by DST V. Each of the reporting persons other than DST V may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
( 5 )On June 7, 2021, DST INVESTMENTS XI, L.P. ("DST INVESTMENTS XI") distributed in-kind, without consideration, 27,630,195 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
( 6 )The shares are owned directly by DST INVESTMENTS XI, whose general partner is DST Managers Ltd. DST Managers Ltd holds ultimate voting and investment power over the shares held by each of the reporting persons. Each of the reporting persons other than DST INVESTMENTS XI may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
( 7 )On June 7, 2021, DST Investments XV, L.P. ("DST Investments XV") distributed in-kind, without consideration, 7,660,208 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
( 8 )The shares are owned directly by DST Investments XV, whose general partner is DST Managers V Ltd. DST Managers V Ltd holds ultimate voting and investment power over the shares held by DST Investments XV. Each of the reporting persons other than DST Investments XV may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
( 9 )On June 7, 2021, DST Investments XVI, L.P. ("DST Investments XVI") distributed in-kind, without consideration, 2,542,417 shares of Class A Common Stock pro-rata to its limited partners, in accordance with the exemption under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.
( 10 )The shares are owned directly by DST Investments XVI, whose general partner is DST Managers V Ltd. DST Managers V Ltd holds ultimate voting and investment power over the shares held by DST Investments XVI. Each of the reporting persons other than DST Investments XVI may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.
( 11 )The shares are owned directly by DST Global IV Co-Invest, L.P., whose general partner is DST Managers Ltd. DST Managers Ltd holds ultimate voting and investment power over the shares held by DST Global IV Co-Invest, L.P. Each of the reporting persons other than DST Global IV Co-Invest, L.P. may be deemed to have an indirect pecuniary interest in the shares but disclaims beneficial ownership.

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