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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BOTHA ROELOF
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                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

2800 SAND HILL ROAD, SUITE 101
3. Date of Earliest Transaction (MM/DD/YYYY)

5/25/2022
(Street)

MENLO PARK, CA 94025
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 5/25/2022  J  3009638 D (1)9028911 I Sequoia Capital XII, L.P. (2)(3)
Common Stock 5/25/2022  J  457664 D (1)1372992 I Sequoia Capital XII Principals Fund, LLC (2)(3)
Common Stock 5/25/2022  J  160232 D (1)480696 I Sequoia Technology Partners XII, L.P. (2)(3)
Common Stock 5/25/2022  J  1966834 D (1)5900504 I Sequoia Capital Global Growth Fund, L.P. (2)(3)
Common Stock 5/25/2022  J  71330 D (1)213991 I Sequoia Capital Global Growth Principals Fund, L.P. (2)(3)
Common Stock 5/25/2022  J  162699 D (1)1393903 I Sequoia Grove II, LLC (5)
Common Stock 5/25/2022  J  317357 D (1)1107722 I By estate planning vehicle 
Common Stock 5/25/2022  J  4250881 A (1)7438012 I Sequoia Capital Fund, LP (6)
Common Stock 5/25/2022  J  687763 A (1)1386851 I Sequoia Capital Fund Parallel, LLC (6)
Common Stock         9002363 I Sequoia Capital Global Growth Fund III - Endurance Partners, L.P. (2)(3)
Common Stock         3369879 I Sequoia Capital U.S. Growth Fund VI, L.P. (2)(3)
Common Stock         241084 I Sequoia Capital U.S. Growth VI Principals Fund, L.P. (2)(3)
Common Stock         17270 (4)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Represents a pro rata distribution of Common Stock of the Issuer to partners or members of the applicable distributing fund for no consideration and includes subsequent distributions by general partners or managing members to their respective partners or members and the contribution by such partners or members to the applicable recipient fund.
(2) The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth VI Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VI, L.P. (GFVI) and Sequoia Capital U.S. Growth VI Principals Fund, L.P. (GFVI PF) (collectively, the GFVI Funds); (ii) the general partner of SCGGF Management, L.P., which is the general partner of each of Sequoia Capital Global Growth Fund, LP (GGF) and Sequoia Capital Global Growth Principals Fund, LP (GGF PF) (collectively, the GGF Funds); and (iii) the general partner of SCGGF III - Endurance Partners Management, L.P., which is the general partner of Sequoia Capital Global Growth Fund III - Endurance Partners, L.P. (GGF III). SC XII Management, LLC is a general partner of each of Sequoia Capital XII, L.P. (XII) and Sequoia Technology Partners XII, L.P. (STP XII),
(3) (continued from footnote 2) and the managing member of Sequoia Capital XII Principals Fund, LLC (XII PF) (collectively the XII Funds). Voting and disposition decisions at SC US (TTGP), Ltd. with respect to the shares held by the GGFIII are made by an investment committee that includes the Reporting Person. The Reporting Person disclaims beneficial ownership of the securities included in this report, except to the extent of his 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 purposes.
(4) Represents restricted stock units granted to the Reporting Person. The shares subject to this award vest in full on the date of the Issuer's first annual meeting of stockholders that occurs following the completion of the Issuer's initial public offering, subject to the Reporting Person's continued service through that date.
(5) The Reporting Person is a member of Sequoia Grove II, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his 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 purposes.
(6) The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is (i) the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of each of Sequoia Capital Fund, LP (SCF) and Sequoia Capital Fund Parallel, LLC (SCFP). As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by SCF and SCFP. The Reporting Person disclaims beneficial ownership of the securities included in this report, except to the extent of his 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 purposes.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
BOTHA ROELOF
2800 SAND HILL ROAD, SUITE 101
MENLO PARK, CA 94025
XX


Signatures
/s/ Jung Yeon Son, Attorney-in-fact for Roelof Botha5/27/2022
**Signature of Reporting PersonDate


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 control number.
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