Sec Form 3 Filing - TECHNOLOGY CROSSOVER MANAGEMENT V LLC @ Elevate Credit, Inc. - 2017-04-06

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
TECHNOLOGY CROSSOVER MANAGEMENT V LLC
2. Issuer Name and Ticker or Trading Symbol
Elevate Credit, Inc. [ ELVT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
May be part of a 13(g) group
(Last) (First) (Middle)
C/O TCMI, INC., 528 RAMONA STREET
3. Date of Earliest Transaction (MM/DD/YY)
04/06/2017
(Street)
PALO ALTO, CA94301
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 14,822 ( 1 ) I TCV V, L.P. ( 2 )
Common Stock 286 ( 1 ) I TCV Member Fund, L.P. ( 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 ( 4 ) ( 4 ) ( 4 ) Common Stock 368,215 ( 1 ) I TCV V, L.P. ( 2 )
Series A Preferred Stock ( 4 ) ( 4 ) ( 4 ) Common Stock 7,078 ( 1 ) I TCV Member Fund, L.P. ( 3 )
Series B Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 1,972,415 ( 1 ) I TCV V, L.P. ( 2 )
Series B Preferred Stock ( 5 ) ( 5 ) ( 5 ) Common Stock 39,348 ( 1 ) I TCV Member Fund, L.P. ( 3 )
Restricted Stock Units $ 0 ( 6 ) ( 6 ) Common Stock 2,444 ( 1 ) I John Rosenberg ( 7 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TECHNOLOGY CROSSOVER MANAGEMENT V LLC
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
TCV V LP
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
TCV Member Fund, L.P.
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
HOAG JAY C
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
KIMBALL RICK
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
DREW JOHN
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
REYNOLDS JON Q JR
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X May be part of a 13(g) group
Rosenberg John C.
C/O TCMI, INC.
528 RAMONA STREET
PALO ALTO, CA94301
X X May be part of a 13(g) group
Signatures
By: Frederic D. Fenton, Authorized Signatory for Technology Crossover Management V, L.L.C. 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for TCV V, L.P. 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for TCV Member Fund, L.P. 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for Jay C. Hoag 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for Richard H. Kimball 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for John L. Drew 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for Jon Q. Reynolds 04/06/2017
Signature of Reporting Person Date
By: Frederic D. Fenton, Authorized Signatory for John C. Rosenberg 04/06/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The number of shares of common stock reported does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering.
( 2 )These securities are directly held by TCV V, L.P. ("TCV V"). Jay C. Hoag, Richard H. Kimball, John L. Drew, and Jon Q. Reynolds are Class A Members (collectively, the "TCM V Members") and John C. Rosenberg is an Assignee of Technology Crossover Management V, L.L.C. ("TCM V") which is the general partner of TCV V. The TCM V Members, Mr. Rosenberg and TCM V may be deemed to beneficially own the securities held by TCV V, but each of the TCM V Members, Mr. Rosenberg and TCM V disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
( 3 )These securities are directly held by TCV Member Fund, L.P. ("TCV Member Fund"). The TCM V Members are Members and Mr. Rosenberg is an Assignee of TCM V, which is a general partner of TCV Member Fund. The TCM V Members and Mr. Rosenberg are also limited partners of TCV Member Fund. The TCM V Members, Mr. Rosenberg and TCM V may be deemed to beneficially own the securities held by TCV Member Fund, but each of the TCM V Members, Mr. Rosenberg and TCM V disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
( 4 )The Series A preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date.
( 5 )The Series B preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date.
( 6 )The restricted stock units will vest upon the later of July 1, 2017 or the expiration of the lock-up period following the issuer's initial public offering. If not vested earlier, the restricted stock units will expire on September 21, 2026.
( 7 )These securities are directly held by John C. Rosenberg. Mr. Rosenberg has sole voting and dispositive power over the securities he holds directly. However, TCV Management 2004, L.L.C. has a right to 100% of the pecuniary interest in such securities. The TCM V Members are members of TCV Management 2004, L.L.C. The TCM V Members each disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

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