Amended Statement of Ownership (sc 13g/a)
17 Februar 2015 - 12:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Lifelock,
Inc.
(Name of Issuer)
COMMON STOCK, $0.001 PAR VALUE
(Title of Class of Securities)
53224V100
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
* |
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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CUSIP No. 53224V100 |
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13G |
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Page
2
of 11 Pages |
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1. |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Deer VI & Co. LLC |
2. |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ¨ (b) x |
3. |
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SEC USE ONLY
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4. |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH |
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5. |
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SOLE VOTING POWER
8,499,731 * |
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6. |
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SHARED VOTING POWER
0 |
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7. |
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SOLE DISPOSITIVE POWER
8,499,731 * |
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8. |
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SHARED DISPOSITIVE POWER
0 |
9. |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,499,731 * |
10. |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨ |
11. |
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 9.1%* |
12. |
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) OO |
* |
Includes 2,334,044 shares underlying Series A Preferred Stock Warrants to purchase shares of Common Stock exercisable on a 1-for-1.0294 basis within 60 days of the date of this report (the Preferred Stock
Warrants) (determined in accordance with Rule 13d-3 of the Act). The percentage of shares beneficially owned as set forth in row 11 above is based on 93,595,046 shares of Common Stock of the Issuer outstanding as of October 31, 2014, as
reported in the Issuers Quarterly Report on Form 10-Q filed on November 10, 2014 (the Form 10-Q). |
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CUSIP No. 53224V100 |
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13G |
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Page
3
of 11 Pages |
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1. |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners Co-Investment L.P. |
2. |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ¨ (b) x |
3. |
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SEC USE ONLY
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4. |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH |
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5. |
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SOLE VOTING POWER
2,072,777 * |
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6. |
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SHARED VOTING POWER
0 |
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7. |
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SOLE DISPOSITIVE POWER
2,072,777 * |
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8. |
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SHARED DISPOSITIVE POWER
0 |
9. |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,499,731** |
10. |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨ |
11. |
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 9.1%** |
12. |
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) PN |
* |
Includes 580,593 shares underlying Preferred Stock Warrants. |
** |
Includes 2,334,044 shares underlying Preferred Stock Warrants (determined in accordance with Rule 13d-3 of the Act). The percentage of shares beneficially owned as set forth in row 11 above is based on 93,595,046 shares
of Common Stock of the Issuer outstanding as of October 31, 2014, as reported in the Issuers Form 10-Q. |
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CUSIP No. 53224V100 |
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13G |
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Page
4
of 11 Pages |
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1. |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners VI Institutional L.P. |
2. |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ¨ (b) x |
3. |
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SEC USE ONLY
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4. |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH |
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5. |
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SOLE VOTING POWER
76,995 * |
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6. |
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SHARED VOTING POWER
0 |
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7. |
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SOLE DISPOSITIVE POWER
76,995 * |
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8. |
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SHARED DISPOSITIVE POWER
0 |
9. |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,499,731** |
10. |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨ |
11. |
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 9.1%** |
12. |
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) PN |
* |
Includes 29,176 shares underlying Preferred Stock Warrants. |
** |
Includes 2,334,044 shares underlying Preferred Stock Warrants (determined in accordance with Rule 13d-3 of the Act). The percentage of shares beneficially owned as set forth in row 11 above is based on 93,595,046 shares
of Common Stock of the Issuer outstanding as of October 31, 2014, as reported in the Issuers Form 10-Q. |
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CUSIP No. 53224V100 |
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13G |
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Page
5
of 11 Pages |
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1. |
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NAMES OF
REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners VI L.P. |
2. |
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ¨ (b) x |
3. |
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SEC USE ONLY
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4. |
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CITIZENSHIP OR PLACE OF
ORGANIZATION Delaware |
NUMBER OF
SHARES BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH |
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5. |
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SOLE VOTING POWER
6,349,959 * |
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6. |
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SHARED VOTING POWER
0 |
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7. |
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SOLE DISPOSITIVE POWER
6,349,959 * |
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8. |
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SHARED DISPOSITIVE POWER
0 |
9. |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,499,731** |
10. |
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
¨ |
11. |
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9 9.1%** |
12. |
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS) PN |
* |
Includes 1,724,275 shares underlying Preferred Stock Warrants. |
** |
Includes 2,334,044 shares underlying Preferred Stock Warrants (determined in accordance with Rule 13d-3 of the Act). The percentage of shares beneficially owned as set forth in row 11 above is based on 93,595,046 shares
of Common Stock of the Issuer outstanding as of October 31, 2014, as reported in the Issuers Form 10-Q. |
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CUSIP No. 53224V100 |
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13G |
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Page
6
of 11 Pages |
Item 1(a). |
Name of Issuer: |
Lifelock, Inc. (the Issuer)
Item 1(b). |
Address of Issuers Principal Executive Offices: |
60 East Rio Salado Parkway, Suite 400, Tempe,
Arizona 85281
Item 2(a). |
Name of Person Filing: |
This statement is being filed by the following persons with respect to certain
shares (the Shares) of common stock (the Common Stock) of the Issuer. Bessemer Venture Partners Co-Investment L.P. (BVP Co-Invest), Bessemer Venture Partners VI Institutional L.P. (BVP VI
Institutional) and Bessemer Venture Partners VI L.P. (BVP VI and, collectively, the Funds) directly own shares of Common Stock as well as Common Stock Warrants and Preferred Stock Warrants exercisable within 60 days of
the date of this report. The number of shares reported in this Schedule 13G includes all such Warrants.
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(a) |
Deer VI & Co. LLC (Deer VI), the sole general partner of each of the Funds; |
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(b) |
BVP Co-Invest, which owns 2,072,777 Shares; |
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(c) |
BVP VI Institutional, which owns 76,995 Shares; and |
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(d) |
BVP VI, which owns 6,349,959 Shares. |
Deer VI, BVP Co-Invest, BVP VI Institutional and BVP VI are sometimes
individually referred to herein as a Reporting Person and collectively as the Reporting Persons.
Item 2(b). |
Address of Principal Business Office or, if None, Residence: |
The address of the principal business
office of each of the Reporting Persons:
c/o Bessemer Venture Partners
1865 Palmer Avenue; Suite 104
Larchmont, NY 10583
Deer VI Delaware
BVP Co-Invest Delaware
BVP VI Institutional
Delaware
BVP VI Delaware
Item 2(d). |
Title of Class of Securities: |
Class A Common Stock, $0.001 par value
53224V100
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CUSIP No. 53224V100 |
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13G |
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Page
7
of 11 Pages |
The Reporting Persons hold shares of Common Stock as well as Common Stock warrants,
exercisable on a 1-to-1 basis at the option of the holder, and Series A Preferred stock warrants, exercisable for Common Stock on a 1-for-1.03 basis at the option of the holder.
For Deer VI:
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(a) |
Amount beneficially owned: 8,499,731 shares of Class A Common Stock |
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(b) |
Percent of class: 9.1% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote: 8,499,731 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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(iii) |
Sole power to dispose or to direct the disposition of: 8,499,731 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
For BVP Co-Invest:
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(a) |
Amount beneficially owned: 8,499,731 shares of Class A Common Stock |
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(b) |
Percent of class: 9.1% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote: 2,072,777 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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(iii) |
Sole power to dispose or to direct the disposition of: 2,072,777 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
For BVP VI
Institutional:
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(a) |
Amount beneficially owned: 8,499,731 shares of Class A Common Stock |
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(b) |
Percent of class: 9.1% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote: 76,995 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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CUSIP No. 53224V100 |
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13G |
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Page
8
of 11 Pages |
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(iii) |
Sole power to dispose or to direct the disposition of: 76,995 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
For BVP VI:
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(a) |
Amount beneficially owned: 8,499,731 shares of Class A Common Stock |
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(b) |
Percent of class: 9.1% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote: 6,349,959 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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(iii) |
Sole power to dispose or to direct the disposition of: 6,349,959 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
Item 5. |
Ownership of Five Percent or Less of a Class |
Not applicable.
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
As the general partner
of the Funds, Deer VI may be deemed to beneficially own all 8,499,731 Shares held directly by the Funds and have the power to direct the dividends from or the proceeds of the sale of such Shares
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Not applicable.
Item 8. |
Identification and Classification of Members of the Group. |
Exhibit 1 sets forth information regarding
the identity of members of a group. The Reporting Persons disclaim membership in a group and this report shall not be deemed an admission by any of the Reporting Persons that they are or may be members of a group for purposes of Rule
13d-5 or for any other purpose.
Item 9. |
Notice of Dissolution of Group. |
Not applicable.
Not applicable.
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CUSIP No. 53224V100 |
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13G |
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Page
9
of 11 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 13, 2015
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DEER VI & CO. LLC |
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By: |
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/s/ J. Edmund Colloton |
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Name: J. Edmund Colloton |
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Title: Executive Manager |
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BESSEMER VENTURE PARTNERS CO-INVESTMENT L.P. |
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By: |
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Deer VI & Co. LLC, General Partner |
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By: |
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/s/ J. Edmund Colloton |
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Name: J. Edmund Colloton |
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Title: Executive Manager |
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BESSEMER VENTURE PARTNERS VI INSTITUTIONAL L.P. |
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By: |
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Deer VI & Co. LLC, General Partner |
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By: |
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/s/ J. Edmund Colloton |
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Name: J. Edmund Colloton |
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Title: Executive Manager |
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BESSEMER VENTURE PARTNERS VI L.P. |
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By: |
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Deer VI & Co. LLC, General Partner |
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By: |
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/s/ J. Edmund Colloton |
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Name: J. Edmund Colloton |
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Title: Executive Manager |
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CUSIP No. 53224V100 |
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13G |
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Page
10
of 11 Pages |
EXHIBIT INDEX
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Exhibit 1. |
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List of Members of Group |
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CUSIP No. 53224V100 |
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13G |
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Page 11 of 11 Pages |
Exhibit 1
Members of Group
Deer VI & Co.
LLC
Bessemer Venture Partners Co-Investment L.P.
Bessemer
Venture Partners VI Institutional L.P.
Bessemer Venture Partners VI L.P.
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