Sec Form 3 Filing - EMERGENCE CAPITAL PARTNERS II LP @ Doximity, Inc. - 2021-06-23

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
EMERGENCE CAPITAL PARTNERS II LP
2. Issuer Name and Ticker or Trading Symbol
Doximity, Inc. [ DOCS]
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)
C/O EMERGENCE CAPITAL, 160 BOVET ROAD, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
06/23/2021
(Street)
SAN MATEO, CA94402
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
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
Class B Common Stock $ 0 ( 1 ) ( 1 ) Class A Common Stock 636,950 I ( 2 ) See footnote ( 2 )
Series A Preferred Stock $ 0 ( 3 ) ( 3 ) Class B Common Stock ( 1 ) 13,296,504 I ( 2 ) See footnote ( 2 )
Series B Preferred Stock $ 0 ( 3 ) ( 3 ) Class B Common Stock ( 1 ) 5,412,972 I ( 2 ) See footnote ( 2 )
Series C Preferred Stock $ 0 ( 3 ) ( 3 ) Class B Common Stock ( 1 ) 4,756,302 I ( 2 ) See footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
EMERGENCE CAPITAL PARTNERS II LP
C/O EMERGENCE CAPITAL
160 BOVET ROAD, SUITE 300
SAN MATEO, CA94402
X
EMERGENCE EQUITY PARTNERS II, L.P.
C/O EMERGENCE CAPITAL
160 BOVET ROAD, SUITE 300
SAN MATEO, CA94402
X
EMERGENCE GP PARTNERS, LLC
C/O EMERGENCE CAPITAL
160 BOVET ROAD, SUITE 300
SAN MATEO, CA94402
X
Signatures
EMERGENCE CAPITAL PARTNERS II, L.P.By: Emergence Equity Partners II, L.P., its General PartnerBy: Emergence GP Partners, LLC, its General PartnerBy: /s/ Kevin Spain, Manager 06/23/2021
Signature of Reporting Person Date
EMERGENCE EQUITY PARTNERS II, L.P.By: Emergence GP Partners, LLC, its General PartnerBy: /s/ Kevin Spain, Manager 06/23/2021
Signature of Reporting Person Date
EMERGENCE GP PARTNERS, LLCBy: /s/ Kevin Spain, Manager 06/23/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), is convertible into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering ("IPO"); or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class.
( 2 )These shares are held directly by Emergence Capital Partners II, L.P. ("Emergence"). The sole general partner of Emergence is Emergence Equity Partners II, L.P. ("EEP II"), and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP"). Each of EEP II and EGP disclaims Section 16 beneficial ownership of the shares held by Emergence, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that it is the beneficial owner of such shares for Section 16 or any other purpose.
( 3 )Each share of Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock (collectively, the "Preferred Stock") shall automatically convert into one share of Class B Common Stock on a one-for-one basis, immediately prior to the closing of the IPO. The shares of Preferred Stock have no expiration date.

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