Sec Form 4 Filing - SPURLOCK STEVEN M @ Uber Technologies, Inc - 2019-05-14

Insider filing report for Changes in Beneficial Ownership
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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
SPURLOCK STEVEN M
2. Issuer Name and Ticker or Trading Symbol
Uber Technologies, Inc [ UBER]
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 BENCHMARK, 2965 WOODSIDE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/14/2019
(Street)
WOODSIDE, CA94062
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
Common Stock 05/14/2019 C 126,216,840 A 126,216,840 I See footnotes ( 2 )
Common Stock 05/14/2019 C 7,052,680 A 133,269,520 I See footnotes ( 2 )
Common Stock 05/14/2019 C 13,211,203 A 146,480,723 I See footnotes ( 2 )
Common Stock 05/14/2019 C 3,598,034 A 3,598,034 I See footnotes ( 3 )
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 A Preferred Stock ( 1 ) 05/14/2019 C 126,216,840 ( 1 ) ( 1 ) Common Stock 126,216,840 $ 0 0 I See footnotes ( 2 )
Series B Preferred Stock ( 1 ) 05/14/2019 C 7,052,680 ( 1 ) ( 1 ) Common Stock 7,052,680 $ 0 0 I See footnotes ( 2 )
Series Seed Preferred Stock ( 1 ) 05/14/2019 C 13,211,203 ( 1 ) ( 1 ) Common Stock 13,211,203 $ 0 0 I See footnotes ( 2 )
Series C-1 Preferred Stock ( 1 ) 05/14/2019 C 3,598,034 ( 1 ) ( 1 ) Common Stock 3,598,034 $ 0 0 I See footnotes ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SPURLOCK STEVEN M
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
BALKANSKI ALEXANDRE
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
DUNLEVIE BRUCE
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
FENTON PETER H
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
GURLEY J WILLIAM
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
HARVEY KEVIN
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
KAGLE ROBERT
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA94062
X
LASKY MITCHELL
C/O BENCHMARK
2965 WOODSIDE ROAD
WOODSIDE, CA
X
Signatures
/s/ Steven M. Spurlock 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Alexandre Balkanski 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Bruce W. Dunlevie 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Peter H. Fenton 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for J. William Gurley 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Kevin R. Harvey 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Robert C. Kagle 05/15/2019
Signature of Reporting Person Date
/s/ Steven M. Spurlock, by power of attorney for Mitchell H. Lasky 05/15/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )All Series of convertible Preferred Stock automatically converted into shares of the Company's Common Stock on a 1-for-1 basis, without payment or further consideration, immediately prior to the consummation of the Company's initial public offering.
( 2 )The shares are held by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and dispositive power over such shares. Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC VII, may be deemed to share voting and dispositive power over these shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person's or entity's pecuniary interest in such securities.
( 3 )The shares are held by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related persons. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and dispositive power over such shares. Alexandre Balkanski, Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC VI, may be deemed to share voting and dispositive power over these shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities, except to the extent of such person or entity's pecuniary interest in such securities.

Remarks:
This report is one of three reports, each on a separate Form 4, but relating to the same transactions being filed by entities affiliated with Benchmark and their applicable members.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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