Sec Form 4 Filing - Schuler Barry @ Unity Software Inc. - 2020-09-22

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
Schuler Barry
2. Issuer Name and Ticker or Trading Symbol
Unity Software Inc. [ U]
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 UNITY SOFTWARE INC., 30 3RD STREET
3. Date of Earliest Transaction (MM/DD/YY)
09/22/2020
(Street)
SAN FRANCISCO, CA94103
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 09/22/2020 C 5,783,690 A 5,867,952 I See footnote ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 )
Common Stock 09/22/2020 C 2,340,232 A 8,208,184 I See footnote ( 3 ) ( 4 ) ( 5 ) ( 6 ) ( 7 )
Common Stock 09/22/2020 C 519,687 A 8,727,871 I See footnote ( 3 ) ( 4 ) ( 5 ) ( 6 ) ( 8 )
Common Stock 14,016 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 C Preferred Stock ( 1 ) 09/22/2020 C 5,783,690 ( 1 ) ( 1 ) Common Stock 5,783,690 $ 0 0 I See footnote ( 9 )
Series D Preferred Stock ( 1 ) 09/22/2020 C 2,340,232 ( 1 ) ( 1 ) Common Stock 2,340,232 $ 0 0 I See footnote ( 10 )
Series E Preferred Stock ( 1 ) 09/22/2020 C 519,687 ( 1 ) ( 1 ) Common Stock 519,687 $ 0 0 I See footnote ( 11 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schuler Barry
C/O UNITY SOFTWARE INC.
30 3RD STREET
SAN FRANCISCO, CA94103
X
Signatures
/s/ Eric Steiner, Attorney-in-fact 09/22/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of Series C Preferred Stock, Series D-1 Preferred Stock and Series E Preferred Stock converted into one share of common stock immediately prior to the closing of the Issuer's initial public offering. The shares had no expiration date.
( 2 )Includes 4,007,674 shares owned directly by DFJ Growth 2013, L.P., 224,294 shares owned directly by DFJ Growth 2013 Parallel Fund, LLC, 1,551,722 shares owned directly by DFJ Growth Unity Investors, L.P., 80,302 shares owned directly by DFJ Growth III, L.P. and 3,960 shares owned directly by DFJ Growth III Parallel Fund, LLC.
( 3 )DFJ Growth 2013 Partners, LLC, the general partner of DFJ Growth 2013, L.P., may be deemed to have sole voting, investment and dispositive power over the shares held by DFJ Growth 2013, L.P., and Mark Bailey, John Fisher, Randall Glein, and Barry Schuler, the managing members of DFJ Growth 2013 Partners, LLC, may be deemed to have shared voting, investment and dispositive power over such shares. Such individuals and entities disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 4 )Mark Bailey, John Fisher, Randall Glein, and Barry Schuler, the voting members of DFJ Growth 2013 Parallel Fund, LLC, may be deemed to have shared voting, investment and dispositive power over the shares held by DFJ Growth 2013 Parallel Fund, LLC. Such individuals disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 5 )DFJ Growth III Partners, LLC, the general partner of DFJ Growth III, L.P., may be deemed to have sole voting, investment and dispositive power over the shares held by DFJ Growth III, L.P., and Mark Bailey, John Fisher, Randall Glein, and Barry Schuler, the managing members of DFJ Growth III Partners, LLC may be deemed to have shared voting, investment and dispositive power over such shares. Such individuals and entities disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 6 )Mark Bailey, John Fisher, Randall Glein, and Barry Schuler, the voting members of DFJ Growth III Parallel Fund, LLC, may be deemed to have shared voting, investment and dispositive power over the shares held by DFJ Growth III Parallel Fund, LLC. Such individuals disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
( 7 )Includes 4,522,722 shares owned directly by DFJ Growth 2013, L.P., 253,119 shares owned directly by DFJ Growth 2013 Parallel Fund, LLC, 1,692,450 shares owned directly by DFJ Growth Unity Investors, L.P., 1,658,119 shares owned directly by DFJ Growth III, L.P. and 81,774 shares owned directly by DFJ Growth III Parallel Fund, LLC.
( 8 )Includes 4,522,722 shares owned directly by DFJ Growth 2013, L.P., 253,119 shares owned directly by DFJ Growth 2013 Parallel Fund, LLC, 1,692,450 shares owned directly by DFJ Growth Unity Investors, L.P., 2,153,381 shares owned directly by DFJ Growth III, L.P. and 106,199 shares owned directly by DFJ Growth III Parallel Fund, LLC.
( 9 )The shares were held by DFJ Growth 2013, L.P., DFJ Growth 2013 Parallel Fund, LLC and DFJ Growth Unity Investors, L.P.
( 10 )The shares were held by DFJ Growth 2013, L.P., DFJ Growth 2013 Parallel Fund, LLC, DFJ Growth Unity Investors, L.P., DFJ Growth III, L.P. and DFJ Growth III Parallel Fund, LLC.
( 11 )The shares were held by DFJ Growth III, L.P. and DFJ Growth III Parallel Fund, LLC.

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