Sec Form 4 Filing - Miura-Ko R. Ann @ Lyft, Inc. - 2019-04-02

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 Miura-Ko R. Ann 2. Issuer Name and Ticker or Trading Symbol Lyft, Inc. [ LYFT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O FLOODGATE, 820 RAMONA STREET, SUITE 200 3. Date of Earliest Transaction (MM/DD/YY) 04/02/2019 (Street) PALO ALTO, CA94301 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 04/02/2019 C 1,424,581 A 1,424,581 I See Footnote ( 2 ) Common Stock 04/02/2019 C 110,436 A 110,436 I See Footnote ( 3 ) Common Stock 04/02/2019 J( 4 ) 1,424,581 D 0 I See Footnote ( 2 ) Common Stock 04/02/2019 J( 4 ) 110,436 D 0 I See Footnote ( 3 ) Class A Common Stock 04/02/2019 J( 4 ) 1,424,581 A 1,424,581 I See Footnote ( 2 ) Class A Common Stock 04/02/2019 J( 4 ) 110,436 A 110,436 I See Footnote ( 3 ) Class A Common Stock 04/02/2019 P 1,650 ( 5 ) A $ 72 1,650 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 Seed Preferred Stock ( 1 ) 04/02/2019 C 1,070,867 ( 1 ) ( 1 ) Common Stock 1,070,867 $ 0 0 I See Footnote ( 2 ) Series Seed Preferred Stock ( 1 ) 04/02/2019 C 83,005 ( 1 ) ( 1 ) Common Stock 83,005 $ 0 0 I See Footnote ( 3 ) Series A Preferred Stock ( 1 ) 04/02/2019 C 243,369 ( 1 ) ( 1 ) Common Stock 243,369 $ 0 0 I See Footnote ( 2 ) Series A Preferred Stock ( 1 ) 04/02/2019 C 18,870 ( 1 ) ( 1 ) Common Stock 18,870 $ 0 0 I See Footnote ( 3 ) Series B Preferred Stock ( 1 ) 04/02/2019 C 110,345 ( 1 ) ( 1 ) Common Stock 110,345 $ 0 0 I See Footnote ( 2 ) Series B Preferred Stock ( 1 ) 04/02/2019 C 8,561 ( 1 ) ( 1 ) Common Stock 8,561 $ 0 0 I See Footnote ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Miura-Ko R. Ann C/O FLOODGATE 820 RAMONA STREET, SUITE 200 PALO ALTO, CA94301 X Signatures /s/ David Le, by power of attorney 04/04/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Series Seed Preferred Stock, Series A Preferred Stock and Series B Preferred Stock automatically converted into Common Stock on a 1:1 basis, for no additional consideration, immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock and had no expiration date. ( 2 )These shares are held directly by Maples Investments II, L.P. ("MI II"). Maples Management II, L.L.C. ("GP II") is the general partner of MI II and may be deemed to have sole voting and dispositive power over the securities held by MI II. The Reporting Person is a non-managing member of GP II and disclaims beneficial ownership of the securities held by MI II, except to the extent of any pecuniary interest therein. ( 3 )These shares are held directly by Maples Associates II, L.P. ("MA II"). GP II is the general partner of MA II and may be deemed to have sole voting and dispositive power over the securities held b y MA II. The Reporting Person is a non-managing member of GP II and disclaims beneficial ownership of the securities held by MA II, except to the extent of any pecuniary interest therein. ( 4 )Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. ( 5 )Represents shares acquired pursuant to a directed share program in connection with the Issuer's initial public offering of Class A Common Stock.

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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