Sec Form 4 Filing - Andreessen Horowitz Fund I, L.P. @ Slack Technologies, Inc. - 2019-06-20

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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
Andreessen Horowitz Fund I, L.P.
2. Issuer Name and Ticker or Trading Symbol
Slack Technologies, Inc. [ WORK]
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)
2865 SAND HILL ROAD, SUITE 101
3. Date of Earliest Transaction (MM/DD/YY)
06/20/2019
(Street)
MENLO PARK, CA94025
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
Class A Common Stock 06/20/2019 S 2,625,000 D $ 38.61 ( 1 ) 3,816,419 I By: AH Parallel Fund IV, L.P. ( 2 ) ( 3 )
Class A Common Stock 06/20/2019 S 375,000 D $ 39 9,814,412 I By: Andreessen Horowitz Fund I, L.P. ( 4 ) ( 5 )
Class A Common Stock 06/20/2019 C 3,866,994 A $ 0 ( 6 ) 7,683,413 I By: AH Parallel Fund IV, L.P. ( 2 ) ( 3 )
Class A Common Stock 06/20/2019 C 12,003,090 A $ 0 ( 6 ) 21,817,502 I By: Andreessen Horowitz Fund I, L.P. ( 4 ) ( 5 )
Class A Common Stock 06/20/2019 J( 7 ) 3,866,994 D $ 0 3,816,419 I By: AH Parallel Fund IV, L.P. ( 2 ) ( 3 )
Class A Common Stock 06/20/2019 J( 8 ) 12,003,090 D $ 0 9,814,412 I By: Andreessen Horowitz Fund I, L.P. ( 4 ) ( 5 )
Class A Common Stock 06/20/2019 J( 9 ) 1,693,391 A $ 0 1,693,391 I By Trust ( 10 )
Class A Common Stock 06/20/2019 J( 11 ) 1,966,679 A $ 0 1,966,679 I By Trust ( 12 )
Class A Common Stock 06/20/2019 J( 13 ) 4,464 A $ 0 1,971,143 I By Trust ( 12 )
Class A Common Stock 06/20/2019 J( 14 ) 60,536 A $ 0 60,536 I By AH Capital Management, L.L.C. ( 15 )
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 ( 6 ) 06/20/2019 C 3,866,994 ( 6 ) ( 6 ) Class A Common Stock 3,866,994 $ 0 ( 6 ) 7,784,561 I By: AH Parallel Fund IV, L.P. ( 2 ) ( 3 )
Class B Common Stock ( 6 ) 06/20/2019 C 12,003,090 ( 6 ) ( 6 ) Class A Common Stock 12,003,090 $ 0 ( 6 ) 26,194,858 I By:Andreessen Horowitz Fund I, L.P. ( 4 ) ( 5 )
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 42,990 42,990 I By: a16z Seed-III, LLC ( 16 ) ( 17 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Andreessen Horowitz Fund I, L.P.
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
Andreessen Horowitz Fund I-A, L.P.
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
Andreessen Horowitz Fund I-B, L.P.
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
AH Equity Partners I, L.L.C.
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
Andreessen Marc L
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
HOROWITZ BENJAMIN A
2865 SAND HILL ROAD, SUITE 101
MENLO PARK, CA94025
X
Signatures
Andreessen Horowitz Fund I, L.P.Andreessen Horowitz Fund I-A, L.P.Andreessen Horowitz Fund I-B, L.P.By: AH Equity Partners I, L.L.C.Its: General PartnerBy: /s/ Scott KuporScott Kupor, Chief Operating Officer 06/24/2019
Signature of Reporting Person Date
AH Equity Partners I, L.L.C.By: /s/ Scott KuporScott Kupor, Chief Operating Officer 06/24/2019
Signature of Reporting Person Date
Marc Andreessen/s/ Scott KuporScott Kupor, attorney-in-fact of Marc Andreessen 06/24/2019
Signature of Reporting Person Date
Ben Horowitz/s/ Scott KuporScott Kupor, attorney-in-fact of Ben Horowitz 06/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.50 to $39.08. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 2 )These shares are held of record by AH Parallel Fund IV, L.P., for itself and as nominee for AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., and AH Parallel Fund IV-Q, L.P. (collectively the "AH Parallel Fund IV Entities"). AH Equity Partners IV (Parallel), L.L.C. ("AH EP IV Parallel"), the general partner of the AH Parallel Fund IV Entities, has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund IV Entities. The managing members of AH EP IV Parallel are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel Fund IV Entities.
( 3 )(Continued from Footnote 2) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund IV Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in the AH Parallel Fund IV Entities.
( 4 )These shares are held of record by Andreessen Horowitz Fund I, L.P., as nominee for Andreessen Horowitz Fund I, L.P., Andreessen Horowitz Fund I-A, L.P. and Andreessen Horowitz Fund I-B, L.P. (collectively, the "AH Fund I Entities"). AH Equity Partners I, L.L.C. ("AH EP I"), the general partner of the AH Fund I Entities, has sole voting and dispositive power with regard to the shares held by the AH Fund I Entities. The managing members of AH EP I are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Fund I Entities.
( 5 )(Continued from Footnote 4) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund I Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in the AH Fund I Entities.
( 6 )Each share of Class B Common Stock is convertible without payment or consideration into one share of Class A Common Stock at the option of the holder and has no expiration date.
( 7 )On June 20, 2019, the AH Parallel Fund IV Entities distributed, for no consideration, 3,866,994 shares of Class A Common Stock of the Issuer (the "Fund IV Shares") to their limited partners and to AH EP IV Parallel, the general partner of the AH Parallel Fund IV Entities, representing each such partner's pro rata interest in such Fund IV Shares. On the same date, AH EP IV Parallel distributed, for no consideration, the Fund IV Shares it received in the distribution by the AH Parallel Fund IV Entities to its members, representing each such member's pro rata interest in such Fund IV Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 8 )On June 20, 2019, the AH Fund I Entities distributed, for no consideration, 12,003,090 shares of Class A Common Stock of the Issuer (the "Fund I Shares") to their limited partners and to AH EP I, the general partner of the AH Fund I Entities, representing each such partner's pro rata interest in such Fund I Shares. On the same date, AH EP I distributed, for no consideration, the Fund I Shares it received in the distribution by the AH Fund I Entities to its members, representing each such member's pro rata interest in such Fund I Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 9 )Represents shares received by Ben Horowitz pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partners' members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 10 )The shares are held of record by a family trust for which Ben Horowitz is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Ben Horowitz, disclaims beneficial ownership of these securities, 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 purpose.
( 11 )Represents shares received by the LAMA Community Trust pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partner's members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 12 )The shares are held of record by the LAMA Community Trust of which Marc Andreessen and his spouse are trustees. Each of the Reporting Persons disclaims the existence of a "group" and, other than Marc Andreessen, disclaims beneficial ownership of these securities, 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 purpose.
( 13 )Represents shares received by the LAMA Community Trust pursuant to a pro rata distribution by SV Angel II, L.P., for no consideration, of shares of Class A Common Stock of the Issuer to its partners. The aforementioned distribution was made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 14 )Represents shares received by AH Capital Management, L.L.C. pursuant to pro rata distributions by the AH Parallel Fund IV Entities and the AH Fund I Entities, for no consideration, of shares of Class A Common Stock of the Issuer to their respective partners and such partners' members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
( 15 )The shares are held of record by AH Capital Management, L.L.C. The members of AH Capital Management, L.L.C. are Marc Andreessen and Ben Horowitz, who share voting and investment power with respect to the shares held by AH Capital Management, L.L.C. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of these securities except to the extent of its 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 purpose.
( 16 )These shares are held of record by a16z Seed III, LLC ("a16z Seed"). The shares held directly by a16z Seed are indirectly held by Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities"), the members of a16z Seed. AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the shares held by a16z Seed. The managing members of AH EP III are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by a16z Seed.
( 17 )(Continued from Footnote 15) Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by a16z Seed (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of its pecuniary interest, if any, in the securities by virtue of its interest in a16z Seed.

Remarks:
This Form 4 is the first of three Form 4s filed relating to the same event. Combined, the three reports report the holdings for the following reporting persons: Andreessen Horowitz Fund I, L.P., AH Equity Partners I, L.L.C., AH Parallel Fund IV, L.P., AH Equity Partners IV (Parallel), L.L.C., Marc L. Andreessen, Ben Horowitz, Andreessen Horowitz Fund I-A, L.P., Andreessen Horowitz Fund I-B, L.P., AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P., AH Parallel Fund IV-Q, L.P., a16z Seed III, LLC, Andreessen Horowitz Fund III, L.P., Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., Andreessen Horowitz Fund III-Q, L.P. and AH Equity Partners III, L.L.C. This Form 4 has been split into three filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.

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