Filing Details

Accession Number:
0001493152-24-006172
Form Type:
13G Filing
Publication Date:
2024-02-12 19:00:00
Filed By:
Sb Investment Advisers (uk) Ltd
Company:
Compass Inc.
Filing Date:
2024-02-13
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
SB Investment Advisers (UK) Limited 0 102,470,273 0 102,470,273 102,470,273 21.2%
SoftBank Vision Fund (AIV M1) 0 102,470,273 0 102,470,273 102,470,273 21.2%
SVF Endurance (Cayman) Limited 0 102,470,273 0 102,470,273 102,470,273 21.2%
SVF Excalibur (Cayman) Limited 0 102,470,273 0 102,470,273 102,470,273 21.2%
Filing

 

 

 

UNITED STATES

Securities and Exchange Commission

Washington, D.C. 20549

 

Schedule 13G

 

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. 1)*

 

Compass, Inc.

(Name of Issuer)

 

Class A Common Stock

(Title of Class of Securities)

 

20464U100

(CUSIP Number)

 

December 31, 2023

(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)

☒ Rule 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 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).

 

 

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 2 of 9

 

1 Names of Reporting Persons

SB Investment Advisers (UK) Limited
2

Check the Appropriate Box if a Member of a Group

(a) ☐
(b) ☐

3

SEC Use Only

 

 

4 Citizenship or Place of Organization

England and Wales

Number of Shares

Beneficially Owned

by Each Reporting

Person With

5

Sole Voting Power

0

6

Shared Voting Power

102,470,273

7

Sole Dispositive Power

0

8

Shared Dispositive Power

 

102,470,273

9 Aggregate Amount Beneficially Owned by Each Reporting Person

102,470,273
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable
11 Percent of Class Represented by Amount in Row 9

21.2%
12 Type of Reporting Person

CO

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 3 of 9

 

1 Names of Reporting Persons

SoftBank Vision Fund (AIV M1) L.P.
2

Check the Appropriate Box if a Member of a Group

(a) ☐
(b) ☐

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

6

Shared Voting Power

102,470,273

7

Sole Dispositive Power

0

8

Shared Dispositive Power

 

102,470,273

9 Aggregate Amount Beneficially Owned by Each Reporting Person

102,470,273
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable
11 Percent of Class Represented by Amount in Row 9

21.2%
12 Type of Reporting Person

PN

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 4 of 9

 

1 Names of Reporting Persons

SVF Endurance (Cayman) Limited
2

Check the Appropriate Box if a Member of a Group

(a) ☐
(b) ☐

3

SEC Use Only

 

 

4 Citizenship or Place of Organization

Cayman Islands

Number of Shares Beneficially Owned

by Each Reporting Person With

5

Sole Voting Power

0

6

Shared Voting Power

102,470,273

7

Sole Dispositive Power

0

8

Shared Dispositive Power

 

102,470,273

9 Aggregate Amount Beneficially Owned by Each Reporting Person

102,470,273
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable
11 Percent of Class Represented by Amount in Row 9

21.2%
12 Type of Reporting Person

CO

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 5 of 9

 

1 Names of Reporting Persons

SVF Excalibur (Cayman) Limited
2

Check the Appropriate Box if a Member of a Group

(a) ☐
(b) ☐

3

SEC Use Only

 

 

4 Citizenship or Place of Organization

Cayman Islands

Number of Shares Beneficially Owned

by Each Reporting Person With

5

Sole Voting Power

0

6

Shared Voting Power

102,470,273

7

Sole Dispositive Power

0

8

Shared Dispositive Power

 

102,470,273

9 Aggregate Amount Beneficially Owned by Each Reporting Person

102,470,273
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares

Not Applicable
11 Percent of Class Represented by Amount in Row 9

21.2%
12 Type of Reporting Person

CO

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 6 of 9

 

ITEM 1. (a) Name of Issuer:

 

Compass, Inc. (the “Issuer”).

 

  (b) Address of Issuer’s Principal Executive Offices:

 

90 Fifth Avenue, 3rd Floor, New York, New York 10011

 

ITEM 2. (a) Name of Person Filing:

 

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

 

SB Investment Advisers (UK) Limited (“SBIA UK”)

SoftBank Vision Fund (AIV M1) L.P. (“AIV M1”)

SVF Endurance (Cayman) Limited

SVF Excalibur (Cayman) Limited

 

  (b) Address or Principal Business Office:

 

The principal business address for SBIA UK is 69 Grosvenor Street, London, W1K 3JP, United Kingdom. The principal business address for AIV M1 is 251 Little Falls Drive, Wilmington, Delaware 19808. The principal business address for each of SVF Excalibur (Cayman) Limited and SVF Endurance (Cayman) Limited is c/o Walkers Corporate Limited, 190 Elgin Avenue, George Town, Grand Cayman, KY1-9008, Cayman Islands.

 

  (c) Citizenship of each Reporting Person is:

 

SBIA UK is organized under the laws of England and Wales. AIV M1 is organized under the laws of the State of Delaware. Each of SVF Excalibur (Cayman) Limited and SVF Endurance (Cayman) Limited is organized under the laws of the Cayman Islands.

 

  (d) Title of Class of Securities:

 

Class A Common Stock, $0.00001 par value per share (“Class A Common Stock”).

 

  (e) CUSIP Number:

 

20464U100

 

ITEM 3.  
   
  Not applicable.

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 7 of 9

 

ITEM 4. Ownership.
   
  (a-c)

 

The ownership information presented below represents beneficial ownership of Class A Common Stock of the Issuer as of December 31, 2023, based upon 483,044,464 shares of Class A Common Stock outstanding as of November 2, 2023, based on the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2023.

 

Reporting Person 

Amount

beneficially

owned

  

Percent

of class:

   Sole power to vote or to direct the vote:   Shared power to vote or to direct the vote:  

Sole power to
dispose or to
direct the
disposition of:

  

Shared

power to

dispose or

to direct the

disposition of:

 
SB Investment Advisers (UK) Limited   102,470,273    21.2%   0    102,470,273    0    102,470,273 
SoftBank Vision Fund (AIV M1) L.P.   102,470,273    21.2%   0    102,470,273    0    102,470,273 
SVF Endurance (Cayman) Limited   102,470,273    21.2%   0    102,470,273    0    102,470,273 
SVF Excalibur (Cayman) Limited   102,470,273    21.2%   0    102,470,273    0    102,470,273 

 

SVF Excalibur (Cayman) Limited is the record holder of the securities reported herein. SVF Excalibur (Cayman) Limited is a wholly owned subsidiary of SVF Endurance (Cayman) Limited, which is a wholly owned subsidiary of AIV M1.

 

SBIA UK has been appointed as alternative investment fund manager (“AIFM”) of AIV M1. SBIA UK is authorized and regulated by the UK Financial Conduct Authority and is exclusively responsible for making all decisions related to the acquisition, structuring, financing and disposal of AIV M1’s investments. As a result of these relationships, each of the Reporting Persons may be deemed to share beneficial ownership of the securities reported herein.

 

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.
   
  Not applicable.
   
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.
   
  Not applicable.
   
ITEM 9. Notice of Dissolution of Group.
   
  Not applicable.
   
ITEM 10. Certification.
   
  Not applicable.

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 8 of 9

 

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, 2024

 

  SB Investment Advisers (UK) Limited
     
  By: /s/ Amanda Sanchez-Barry
  Name: Amanda Sanchez-Barry
  Title: General Counsel
     
  SoftBank Vision Fund (AIV M1) L.P.
   
  By: SB Investment Advisers (UK) Limited, its manager
     
  By: /s/ Amanda Sanchez-Barry
  Name: Amanda Sanchez-Barry
  Title: General Counsel
     
 

SVF Endurance (Cayman) Limited

     
  By:

/s/ Karen Ellerbe

  Name:

Karen Ellerbe

  Title:

Director

     
  SVF Excalibur (Cayman) Limited
     
  By:

/s/ Karen Ellerbe

  Name:

Karen Ellerbe

  Title:

Director

 

 
 

 

CUSIP No. 20464U100 Schedule 13G Page 9 of 9

 

LIST OF EXHIBITS

 

Exhibit No.   Description
99   Joint Filing Agreement (previously filed).