Filing Details

Accession Number:
0001104659-21-023381
Form Type:
13G Filing
Publication Date:
2021-02-16 11:43:11
Filed By:
Kpcb Digital Growth Fund Iii, Llc
Company:
Smiledirectclub Inc. (NASDAQ:SDC)
Filing Date:
2021-02-16
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
KPCB Digital Growth Fund III 0 0 0 0.0%
KPCB Digital Growth Founders Fund III 0 0 0 0.0%
KPCB DGF III Associates 0 0 0 0.0%
Filing

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

 

(Amendment No. 1)*

 

SmileDirectClub, Inc.

(Name of Issuer)

 

Class A Common Stock

(Title of Class of Securities)

 

83192H106

(CUSIP Number)

 

December 31, 2020

(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)
xRule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on 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).

 

(Continued on following pages)

 

Exhibit Index Contained on Page 7

 

 

 

 

 


CUSIP NO. 83192H106
13G Page 2 of 8

 

1 NAME OF REPORTING PERSONS KPCB Digital Growth Fund III, LLC (“KPCB DGF”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)     ¨     (b)     x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
WITH

 

 

 

5 SOLE VOTING POWER
0 shares
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
0 shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12 TYPE OF REPORTING PERSON OO

 

 

 


CUSIP NO. 83192H106
13G Page 3 of 8

 

1 NAME OF REPORTING PERSONS KPCB Digital Growth Founders Fund III, LLC (“KPCB DGF Founders”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)     ¨     (b)     x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
WITH

 

 

 

5 SOLE VOTING POWER
0 shares
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
0 shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12 TYPE OF REPORTING PERSON OO

 

 

 


CUSIP NO. 83192H106
13G Page 4 of 8

 

1 NAME OF REPORTING PERSONS KPCB DGF III Associates, LLC
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)     ¨     (b)     x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING
PERSON
WITH

 

 

 

5 SOLE VOTING POWER
0 shares
6 SHARED VOTING POWER
See response to row 5.
7 SOLE DISPOSITIVE POWER
0 shares.
8 SHARED DISPOSITIVE POWER
See response to row 7.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12 TYPE OF REPORTING PERSON OO

 

 

 


CUSIP NO. 83192H106
13G Page 5 of 8

 

This Amendment No. 1 amends the Statement on Schedule 13G previously filed by KPCB Digital Growth Fund III, LLC, a Delaware limited liability company, KPCB Digital Growth Founders Fund III, LLC, a Delaware limited liability company, and KPCB DGF III Associates, LLC, a Delaware limited liability company. The foregoing entities are collectively referred to as the “Reporting Persons.” Only those items as to which there has been a change are included in this Amendment No. 1.

 

ITEM 4.OWNERSHIP

 

The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of December 31, 2020:

 

(a)Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

ITEM 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x Yes

 

 

 


CUSIP NO. 83192H106
13G Page 6 of 8

 

SIGNATURES

 

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 12, 2021

 

  KPCB DIGITAL GROWTH FUND III, LLC, a Delaware limited liability company
   
  By: KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company, its managing member
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer
   
  KPCB DIGITAL GROWTH FOUNDERS FUND III, LLC, a Delaware limited liability company
   
  By: KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company, its managing member
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer
   
  KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer

 

 

 


CUSIP NO. 83192H106
13G Page 7 of 8

 

EXHIBIT INDEX

 

  Found on
Sequentially
Exhibit Numbered Page
   
Exhibit A:  Agreement of Joint Filing 8

 

 

 


CUSIP NO. 83192H106
13G Page 8 of 8

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of the Issuer shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date: February 12, 2021

 

  KPCB DIGITAL GROWTH FUND III, LLC, a Delaware limited liability company
   
  By: KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company, its managing member
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer
   
  KPCB DIGITAL GROWTH FOUNDERS FUND III, LLC, a Delaware limited liability company
   
  By: KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company, its managing member
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer
   
  KPCB DGF III ASSOCIATES, LLC, a Delaware limited liability company
   
  By: /s/ Susan Biglieri
    Susan Biglieri
    Chief Financial Officer