Sec Form 4 Filing - Sun Benjamin @ Coupang, Inc. - 2021-07-28

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Sun Benjamin
2. Issuer Name and Ticker or Trading Symbol
Coupang, Inc. [ CPNG]
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 COUPANG, INC., TOWER 730, 570, SONGPA-DAERO, SONGPA-GU
3. Date of Earliest Transaction (MM/DD/YY)
07/28/2021
(Street)
SEOUL, M505510
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
Class A Common Stock 07/28/2021 J( 1 ) 951,992 D $ 0 0 D
Class A Common Stock 8,620,984 I By LaunchTime Alpha Associates LLC ( 2 )
Class A Common Stock 7,424,348 ( 3 ) I By LaunchTime LLC ( 2 )
Class A Common Stock 5,425,085 I By LaunchTime II LLC ( 2 )
Class A Common Stock 1,648,982 I By LaunchTime III LLC ( 2 )
Class A Common Stock 2,389,130 I By LaunchTime IV LLC ( 2 )
Class A Common Stock 571,950 I By LaunchTime V LLC ( 2 )
Class A Common Stock 2,869,421 I By Sun Brothers LLC ( 2 )
Class A Common Stock 2,389,473 I By Sun Brothers II LLC ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sun Benjamin
C/O COUPANG, INC.
TOWER 730, 570, SONGPA-DAERO, SONGPA-GU
SEOUL, M505510
X
Signatures
/s/ Emily Epstein, Attorney-in-Fact 07/30/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transfer of shares to the reporting person's ex-spouse pursuant to a divorce settlement. The securities owned by the ex-spouse are not beneficially owned by the reporting person. The shares remain subject to a lock-up agreement with the underwriters of the issuer's initial public offering.
( 2 )Benjamin Sun is a Partner at Primary Venture Partners, which is the general partner of each of LaunchTime Alpha Associates LLC ("Alpha Associates"), LaunchTime LLC ("LaunchTime"), LaunchTime II LLC ("LaunchTime II"), LaunchTime III LLC ("LaunchTime III"), LaunchTime IV LLC ("LaunchTime IV"), LaunchTime V LLC (together with Alpha Associates, LaunchTime, LaunchTime II, LaunchTime III and LaunchTime IV, the "LaunchTime Entities"), and each of Sun Brothers LLC ("Sun Brothers") and Sun Brothers II LLC (together with Sun Brothers, the "Sun Brothers Entities").
( 3 )Reflects 7,764,214 shares of Class A common stock that were issued to LaunchTime on March 15, 2021 as adjusted to take into account the profits interests participation threshold in connection with the issuer's corporate conversion that occurred on March 10, 2021. Such shares were previously reported as 7,774,928 shares of Class A common stock on the reporting person's Form 3, which was filed on March 10, 2021.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.