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Filing Details

Accession Number:: 0000899243-17-006250
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-03-02 21:37:23
Reporting Period:: 2017-02-28

Filing Date:: 2017-03-02
Accepted Time:: 2017-03-02 21:37:23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1512673	Square Inc.	SQ	()	CA

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1032453	Vinod Khosla	2128 Sand Hill Road Menlo Park CA 94025	No	No	Yes	No
1471809	Khosla Ventures Iii, L.p.	2128 Sand Hill Road Menlo Park CA 94025	No	No	Yes	No
1501927	Vk Services, Llc	2128 Sand Hill Road Menlo Park CA 94025	No	No	Yes	No
1501934	Khosla Ventures Associates Iii, Llc	2128 Sand Hill Road Menlo Park CA 94025	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2017-02-28	300,000	$0.00	300,000	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2017-02-28	300,000	$17.44	0	No	4	S	Indirect	See Footnote
Class A Common Stock	Acquisiton	2017-03-01	400,000	$0.00	400,000	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2017-03-01	400,000	$17.37	0	No	4	S	Indirect	See Footnote
Class A Common Stock	Acquisiton	2017-03-02	9,300,000	$0.00	9,300,000	No	4	C	Indirect	See Footnote
Class A Common Stock	Disposition	2017-03-02	300,000	$17.08	9,000,000	No	4	S	Indirect	See Footnote
Class A Common Stock	Disposition	2017-03-02	9,000,000	$0.00	0	No	4	J	Indirect	See Footnote
Class A Common Stock	Acquisiton	2017-03-02	818,181	$0.00	818,181	No	4	J	Indirect	See Footnote
Class A Common Stock	Disposition	2017-03-02	818,181	$0.00	0	No	4	J	Indirect	See Footnote
Class A Common Stock	Acquisiton	2017-03-02	791,181	$0.00	1,670,271	No	4	J	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	J	Indirect	See Footnote
No	4	J	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2017-02-28	300,000	$0.00	300,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-03-01	400,000	$0.00	400,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2017-03-02	9,300,000	$0.00	9,300,000	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
38,222,780	No	4	C	Indirect
37,822,780	No	4	C	Indirect
28,522,780	No	4	C	Indirect

Footnotes

Pursuant to a conversion exempt under Rule 16b-6(b), shares of Class B Common Stock were automatically converted into shares of Class A Common Stock on a one-for-one basis.
Consists of securities held of record by Khosla Ventures III, LP ("KV III"), of which Khosla Ventures Associates III, LLC ("KVA III") is the general partner. Vinod Khosla is the managing member of VK Services, LLC ("VK Services"), which is the manager of KVA III. Each of KVA III, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of KVA III, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $17.27 to $17.79, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $17.06 to $17.58, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $17.00 to $17.31, inclusive. Each reporting person undertakes to provide Square, Inc., any security holder of Square, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4.
On March 2, 2017, 9,000,000 shares of Class A Common Stock held by KV III were distributed to the limited partners and general partners of KV III.
On March 2, 2017, 818,181 shares of Class A Common Stock held by KVA III were distributed to the members of KVA III.
Consists of securities held of record by KVA III. Vinod Khosla is the managing member of VK Services, which is the manager of KVA III. Each of KVA III, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of KVA III, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Consists of securities held of record by VK Services. Vinod Khosla is the managing member of VK Services. Each of VK Services and Vinod Khosla may be deemed to possess voting and investment control over such securities, and each of VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such securities. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.