Sec Form 3 Filing - Vulcan Capital Venture Capital I LLC @ Redfin Corp - 2017-07-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Vulcan Capital Venture Capital I LLC
2. Issuer Name and Ticker or Trading Symbol
Redfin Corp [ RDFN]
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)
505 FIFTH AVE. S, SUITE 900R
3. Date of Earliest Transaction (MM/DD/YY)
07/27/2017
(Street)
SEATTLE, WA98104
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
No securities beneficially held 0 D
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
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 4,985,647 I By Vulcan Capital Venture Capital I LLC ( 2 )
Series C Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 1,373,217 I By Vulcan Capital Venture Capital I LLC ( 2 )
Series D Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 232,748 I By Vulcan Capital Venture Capital I LLC ( 2 )
Series E Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 223,393 I By VCVC III LLC ( 6 )
Series F Preferred Stock ( 7 ) ( 7 ) ( 7 ) Common Stock 206,661 I By VCVC III LLC ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Vulcan Capital Venture Capital I LLC
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
Vulcan Ventures Inc.
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
Vulcan Capital Venture Capital Management I LLC
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
ALLEN PAUL G
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
Cougar Investment Holdings LLC
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
VCVC Management III LLC
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
VCVC III LLC
505 FIFTH AVE. S, SUITE 900R
SEATTLE, WA98104
X
Signatures
/s/ David R. Stewart, Vice President for Vulcan Ventures Incorporated 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, for Vulcan Capital Venture Capital Management I LLC, as Vice President of Vulcan Ventures Incorporated, its Managing Member 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, for Vulcan Capital Venture Capital I LLC, as Vice President of Vulcan Ventures Incorporated, the Managing Member of Vulcan Capital Venture Capital Management I LLC, the Manager of Vulcan Capital Venture Capital I LLC 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, as attorney-in-fact for Paul G. Allen 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, Vice President for Cougar Investment Holdings LLC 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, for VCVC Management III LLC, as Vice President of Cougar Investment Holdings LLC, its Managing Member 07/27/2017
Signature of Reporting Person Date
/s/ David R. Stewart, for VCVC III LLC, as Vice President of Cougar Investment Holdings LLC, the Managing Member of VCVC Management III LLC, the Manager of VCVC III LLC 07/27/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of the issuer's Series B Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's initial public offering ("IPO") and has no expiration date.
( 2 )These securities are held of record by Vulcan Capital Venture Capital I LLC ("VCVC I"). Vulcan Capital Venture Capital Management I LLC ("VCVC Management I") manages VCVC I. VCVC Management I is managed by Vulcan Ventures Incorporated, which is wholly owned by Paul G. Allen, who has sole voting and investment power over the shares held by VCVC I. Mr. Allen disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
( 3 )Each share of the issuer's Series C Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.
( 4 )Each share of the issuer's Series D Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.
( 5 )Each share of the issuer's Series E Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closin g of the issuer's IPO and has no expiration date.
( 6 )These securities are held of record by VCVC III LLC ("VCVC III"). VCVC Management IIII LLC ("VCVC Management III") manages VCVC III. VCVC Management III is managed by Cougar Investment Holdings LLC, which is wholly owned by Paul G. Allen, who has sole voting and investment power over the shares held by VCVC III. Mr. Allen disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
( 7 )Each share of the issuer's Series F Preferred Stock will automatically convert into 1 share of the issuer's Common Stock immediately upon the closing of the issuer's IPO and has no expiration date.

Remarks:
Exhibit List - Exhibit 24 - Power of Attorney

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