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Filing Details

Accession Number:: 0001104659-21-103064
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-08-10 21:50:37
Reporting Period:: 2021-08-06

Accepted Time:: 2021-08-10 21:50:37
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1582961	Digitalocean Holdings Inc.	DOCN	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1540245	Andreessen Horowitz Fund Iii-Q, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540352	Andreessen Horowitz Fund Iii, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540353	Andreessen Horowitz Fund Iii-B, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540355	Andreessen Horowitz Fund Iii-A, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540359	Ah Equity Partners Iii (Parallel), L.l.c.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540361	Ah Equity Partners Iii, L.l.c.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540363	Ah Parallel Fund Iii, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540364	Ah Parallel Fund Iii-A, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540366	Ah Parallel Fund Iii-B, L.p.	2865 Sand Hill Road Suite 101 Menlo Park CA 94025	No	No	Yes	No
1540367	Ah Parallel Fund Iii-Q, L.p.	2865 Sand Hill Road Suite 101 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
Common Stock	Disposition	2021-08-06	2,689,498	$0.00	8,068,492	No	4	J	Indirect	By Andreessen Horowitz Fund III, L.P.
Common Stock	Disposition	2021-08-06	1,226,089	$0.00	3,678,265	No	4	J	Indirect	By AH Parallel Fund III, L.P.
Common Stock	Acquisiton	2021-08-06	246,368	$0.00	246,368	No	4	J	Indirect	By 1997 Horowitz Family Trust
Common Stock	Acquisiton	2021-08-06	260,395	$0.00	260,395	No	4	J	Indirect	By LAMA Community Trust
Common Stock	Acquisiton	2021-08-06	10,599	$0.00	10,599	No	4	J	Indirect	By AH Capital Management, L.L.C.
Common Stock	Disposition	2021-08-09	38,756	$52.46	207,612	No	4	S	Indirect	By 1997 Horowitz Family Trust
Common Stock	Disposition	2021-08-09	108,226	$52.84	99,386	No	4	S	Indirect	By 1997 Horowitz Family Trust
Common Stock	Disposition	2021-08-09	49,364	$53.84	50,022	No	4	S	Indirect	By 1997 Horowitz Family Trust
Common Stock	Disposition	2021-08-09	7,533	$52.71	3,066	No	4	S	Indirect	By AH Capital Management, L.L.C.
Common Stock	Disposition	2021-08-09	3,066	$53.70	0	No	4	S	Indirect	By AH Capital Management, L.L.C.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	By Andreessen Horowitz Fund III, L.P.
No	4	J	Indirect	By AH Parallel Fund III, L.P.
No	4	J	Indirect	By 1997 Horowitz Family Trust
No	4	J	Indirect	By LAMA Community Trust
No	4	J	Indirect	By AH Capital Management, L.L.C.
No	4	S	Indirect	By 1997 Horowitz Family Trust
No	4	S	Indirect	By 1997 Horowitz Family Trust
No	4	S	Indirect	By 1997 Horowitz Family Trust
No	4	S	Indirect	By AH Capital Management, L.L.C.
No	4	S	Indirect	By AH Capital Management, L.L.C.

Footnotes

On August 6, 2021, Andreessen Horowitz Fund III, L.P., for itself and as nominee for Andreessen Horowitz Fund III-A, L.P., Andreessen Horowitz Fund III-B, L.P., and Andreessen Horowitz Fund III-Q, L.P. (collectively, the "AH Fund III Entities") distributed, for no consideration, an aggregate of 2,689,498 shares of the Issuer's Common Stock (the "AH Fund III Shares") to their respective limited partners and to AH Equity Partners III, L.L.C. ("AH EP III"), the general partner of the AH Fund III Entities, representing each such partner's pro rata interest in such AH Fund III Shares. On the same date, AH EP III distributed, for no consideration, the AH Fund III Shares it received in the distribution by the AH Fund III Entities to its members, representing each such member's pro rata interest in such AH Fund III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
These securities are held by Andreessen Horowitz Fund III, L.P., for itself and as nominee for the other AH Fund III Entities. AH EP III, the general partner of the AH Fund III Entities, has sole voting and dispositive power with regard to the securities held by the AH Fund III Entities. Marc Andreessen and Ben Horowitz are the managing members of AH EP III and share voting and dispositive power with respect to the shares held by the AH Fund III Entities.
Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Fund III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any.
On August 6, 2021, AH Parallel Fund III, L.P., for itself and as nominee for AH Parallel Fund III-A, L.P., AH Parallel Fund III-B, L.P., and AH Parallel Fund III-Q, L.P. (collectively, the "AH Parallel Fund III Entities") distributed, for no consideration, an aggregate of 1,226,089 shares of the Issuer's Common Stock (the "AH Parallel Fund III Shares") to their respective limited partners and to AH Equity Partners III (Parallel), L.L.C. ("AH EP III Parallel"), the general partner of the AH Parallel Fund III Entities, representing each such partner's pro rata interest in such AH Parallel Fund III Shares. On the same date, AH EP III Parallel distributed, for no consideration, the AH Parallel Fund III Shares it received in the distribution by the AH Parallel Fund III Entities to its members, representing each such member's pro rata interest in such AH Parallel Fund III Shares.
All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
These securities are held by AH Parallel Fund III, L.P., for itself and as nominee for the other AH Parallel Fund III Entities. AH EP III Parallel is the general partner of the AH Parallel Fund III Entities and has sole voting and dispositive power with regard to the securities held by the AH Parallel Fund III Entities. The managing members of AH EP III Parallel are Marc Andreessen and Ben Horowitz. Marc Andreessen and Ben Horowitz share voting and dispositive power with respect to the shares held by the AH Parallel Fund III Entities.
Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by the AH Parallel Fund III Entities (and this report shall not be deemed an admission that any such person is the beneficial owner of such securities), except to the extent of such person's pecuniary interest therein, if any.
Represents shares received by the 1997 Horowitz Family Trust pursuant to pro rata distributions by the AH Fund III Entities, the AH Parallel Fund III Entities, AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
These securities are held of record by the 1997 Horowitz Family Trust of which Ben Horowitz is a trustee. Each of the Reporting Persons disclaims the existence of a "group" and, other than Ben Horowitz, disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
Represents shares received by the LAMA Community Trust pursuant to pro rata distributions by the AH Fund III Entities, the AH Parallel Fund III Entities, AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective partners or members, as applicable. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
These securities are held of record by the LAMA Community Trust of which Marc Andreessen and his spouse are trustees. Each of the Reporting Persons disclaims the existence of a "group" and, other than Marc Andreessen, disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
Represents shares received by AH Capital Management, L.L.C. pursuant to pro rata distributions by AH EP III and AH EP III Parallel, for no consideration, of shares of the Issuer's Common Stock to their respective members. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended.
These securities are held of record by AH Capital Management, L.L.C. The members of AH Capital Management, L.L.C. are Marc Andreessen and Ben Horowitz, who share voting and dispositive power with respect to the shares held by AH Capital Management, L.L.C. Each of the Reporting Persons disclaims the existence of a "group" and disclaims beneficial ownership of the securities held by AH Capital Management, L.L.C. and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $51.62 to $52.615. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or the Issuer's stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (14) through (16) to this Form 4.
Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $52.62 to $53.61.
Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $53.63 to $54.00.
Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $52.15 to $53.14. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or the Issuer's stockholders, full information regarding the total number of shares sold at each separate price within the ranges set forth in footnotes (17) and (18) to this Form 4.
Represents the weighted average sale price. The shares were sold in multiple transactions at prices ranging from $53.31 to $53.99.