Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, DC 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Coupa Software Incorporated
(Name of Issuer)
Common Stock
(Title of Class of Securities)
22266L 106
(CUSIP Number)
December 31, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o |
Rule 13d-1(b) |
o |
Rule 13d-1(c) |
x |
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. 22266L 106 |
13G |
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1. |
Names of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x (1) | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row 9 | |||||
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12. |
Type of Reporting Person (See Instructions) | |||||
(1) This Schedule 13G is filed by MDV IX, L.P. (MDV), Ninth MDV Partners, L.L.C. (Ninth), William Ericson, and Jonathan Feiber (collectively, the Fund Entities). The Fund Entities expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Shares directly held by MDV IX, L.P. William Ericson, and Jonathan Feiber are managing members of Ninth, the general partner of MDV. Each of William Ericson, Jonathan Feiber and Ninth may be deemed to share voting and dispositive power over the shares held by MDV.
(3) This percentage is calculated based on 55,046,494 shares of the Issuers stock outstanding (as of December 4, 2017), as set forth in the Issuers most recent 10-Q, filed with the Securities and Exchange Commission on December 7, 2017.
CUSIP No. 22266L 106 |
13G |
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1. |
Names of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x (1) | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row 9 | |||||
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12. |
Type of Reporting Person (See Instructions) | |||||
(1) This Schedule 13G is filed by MDV IX, L.P. (MDV), Ninth MDV Partners, L.L.C. (Ninth), William Ericson, and Jonathan Feiber (collectively, the Fund Entities). The Fund Entities expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Shares directly held by MDV IX, L.P. William Ericson, and Jonathan Feiber are managing members of Ninth, the general partner of MDV. Each of William Ericson, Jonathan Feiber and Ninth may be deemed to share voting and dispositive power over the shares held by MDV.
(3) This percentage is calculated based on 55,046,494 shares of the Issuers stock outstanding (as of December 4, 2017), as set forth in the Issuers most recent 10-Q, filed with the Securities and Exchange Commission on December 7, 2017.
CUSIP No. 22266L 106 |
13G |
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1. |
Names of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x (1) | ||||
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3. |
SEC Use Only |
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row 9 | |||||
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12. |
Type of Reporting Person (See Instructions) | |||||
(1) This Schedule 13G is filed by MDV IX, L.P. (MDV), Ninth MDV Partners, L.L.C. (Ninth), William Ericson, and Jonathan Feiber (collectively, the Fund Entities). The Fund Entities expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Shares directly held by MDV IX, L.P. William Ericson, and Jonathan Feiber are managing members of Ninth, the general partner of MDV. Each of William Ericson, Jonathan Feiber and Ninth may be deemed to share voting and dispositive power over the shares held by MDV.
(3) This percentage is calculated based on 55,046,494 shares of the Issuers stock outstanding (as of December 4, 2017), as set forth in the Issuers most recent 10-Q, filed with the Securities and Exchange Commission on December 7, 2017.
CUSIP No. 22266L 106 |
13G |
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1. |
Names of Reporting Persons | |||||
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x (1) | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization | |||||
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Number of |
5. |
Sole Voting Power | |||||
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6. |
Shared Voting Power | ||||||
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7. |
Sole Dispositive Power | ||||||
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8. |
Shared Dispositive Power | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row 9 | |||||
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12. |
Type of Reporting Person (See Instructions) | |||||
(1) This Schedule 13G is filed by MDV IX, L.P. (MDV), Ninth MDV Partners, L.L.C. (Ninth), William Ericson, and Jonathan Feiber (collectively, the Fund Entities). The Fund Entities expressly disclaim status as a group for purposes of this Schedule 13G.
(2) Shares directly held by MDV IX, L.P. William Ericson, and Jonathan Feiber are managing members of Ninth, the general partner of MDV. Each of William Ericson, Jonathan Feiber and Ninth may be deemed to share voting and dispositive power over the shares held by MDV.
(3) This percentage is calculated based on 55,046,494 shares of the Issuers stock outstanding (as of December 4, 2017), as set forth in the Issuers most recent 10-Q, filed with the Securities and Exchange Commission on December 7, 2017.
Introductory Note: This Statement on Schedule 13G is filed on behalf of 1) MDV IX, L.P. (MDV), a limited partnership organized under the laws of the State of Delaware; 2) Ninth MDV Partners, L.L.C. (Ninth), a limited liability company organized under the laws of the State of Delaware and the General Partner of MDV; 3) William Ericson, a managing member of Ninth; and 4) Jonathan Feiber, a managing member of Ninth; in respect of shares of Common Stock of Coupa Software Incorporated
Item 1(a). |
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Name of Issuer: |
Item 1(b). |
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Address of Issuers Principal Executive Offices: |
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Item 2(a). |
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Name of Person Filing: Ninth MDV Partners, L.L.C. William Ericson Jonathan Feiber |
Item 2(b). |
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Address of Principal Business Office or, if none, Residence: |
Item 2(c). |
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Citizenship: |
Item 2(d). |
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Title of Class of Securities: |
Item 2(e). |
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CUSIP Number: |
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Item 3. |
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If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: |
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Not applicable. |
Item 4. |
Ownership |
Fund Entities |
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Shares Held |
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Sole |
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Shared |
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Sole |
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Shared |
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Beneficial |
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Percentage |
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MDV IX, L.P. |
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1,008,532 |
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0 |
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1,008,532 |
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0 |
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1,008,532 |
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1,008,532 |
< /td> |
1.8 |
% |
Ninth MDV Partners, L.L.C. (1) |
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0 |
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0 |
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1,008,532 |
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0 |
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1,008,532 |
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1,008,532 |
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1.8 |
% |
William Ericson (1) |
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0 |
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0 |
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1,008,532 |
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0 |
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1,008,532 |
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1,008,532 |
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1.8 |
% |
Jonathan Feiber (1) |
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0 |
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0 |
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1,008,532 |
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0 |
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1,008,532 |
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1,008,532 |
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1.8 |
% |
(1) Ninth MDV Partners, L.L.C. serves as the general partner of MDV IX, L.P. and owns no securities of the Issuer directly. William Ericson and Jonathan Feiber serve as managing members of Ninth MDV Partners, L.L.C. William Ericson directly owns no shares of the Issuers common stock. Jonathan Feiber directly owns no shares of the Issuers common stock.
Item 5. |
Ownership of 5 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 5 percent of the class of securities, check the following x | |
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Item 6. |
Ownership of More than 5 Percent on Behalf of Another Person |
Not applicable. | |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Not applicable. | |
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Item 8. |
Identification and Classification of Members of the Group |
Not applicable. | |
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Item 9. |
Notice of Dissolution of a Group |
Not applicable. | |
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Item 10. |
Certification |
Not applicable. |
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.
Dated: February 14, 2018
MDV IX, L.P. |
NINTH MDV PARTNERS, L.L.C. | |||
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By: |
Ninth MDV Partners, L.L.C., |
By: |
/s/ Jonathan Feiber | |
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its General Partner |
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Name: Jonathan Feiber | |
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Title: Managing Member | |
By: |
/s/ Jonathan Feiber |
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Name: Jonathan Feiber |
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Title: Managing Member |
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/s/ Jonathan Feiber |
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/s/ William Ericson | |
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Jonathan Feiber |
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William Ericson | |
EXHIBITS
A: Joint Filing Agreement
EXHIBIT A
JOINT FILING AGREEMENT
We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of Coupa Software Incorporated is filed on behalf of each of us.
Dated: February 14, 2018
MDV IX, L.P. |
NINTH MDV PARTNERS, L.L.C. | |||
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By: |
Ninth MDV Partners, L.L.C., |
By: |
/s/ Jonathan Feiber | |
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its General Partner |
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Name: Jonathan Feiber | |
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Title: Managing Member | |
By: |
/s/ Jonathan Feiber |
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Name: Jonathan Feiber |
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Title: Managing Member |
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/s/ Jonathan Feiber |
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/s/ William Ericson | |
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Jonathan Feiber |
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William Ericson | |