Sec Form 13G Filing - Scale Venture Partners IV L.P. filing for JFrog Ltd (FROG) - 2021-02-10

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.

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Scale Venture Partners IV, LP

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

5,697,177 (1)

Shared Voting Power

0

Sole Dispositive Power

5,697,177 (1)

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

5,697,177 (1)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.18% (2)

Type of Reporting Person (See Instructions)

PN

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020.

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Scale Venture Management IV, L.P.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

5,697,177 (1)

Sole Dispositive Power

0

Shared Dispositive Power

5,697,177 (1)

Aggregate Amount Beneficially Owned by Each Reporting Person

5,697,177 (1)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.18% (2)

Type of Reporting Person (See Instructions)

PN

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Scale Venture Management IV, LLC

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

California

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

5,697,177 (1)

Shared Voting Power

0

Sole Dispositive Power

5,697,177 (1)

Shared Dispositive Power

0

Aggregate Amount Beneficially Owned by Each Reporting Person

5,697,177 (1)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.18% (2)

Type of Reporting Person (See Instructions)

CO

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV.

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Rory O’Driscoll

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

US

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

5,697,177 (3)

Sole Dispositive Power

0

Shared Dispositive Power

5,697,177 (3)

Aggregate Amount Beneficially Owned by Each Reporting Person

5,697,177 (3)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.18% (2)

Type of Reporting Person (See Instructions)

IN

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020.

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Stacey Bishop

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

US

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

0

Shared Voting Power

5,697,177 (3)

Sole Dispositive Power

0

Shared Dispositive Power

5,697,177 (3)

Aggregate Amount Beneficially Owned by Each Reporting Person

5,697,177 (3)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.18% (2)

Type of Reporting Person (See Instructions)

IN

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020.

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

Name of Reporting Persons

I.R.S. Identification No(s). of above person(s) (entities only)

Andrew Vitus

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☐

SEC USE ONLY

Citizenship or Place of Organization

US

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

Sole Voting Power

60,795

Shared Voting Power

5,697,177 (3)

Sole Dispositive Power

60,795

Shared Dispositive Power

5,697,177 (3)

Aggregate Amount Beneficially Owned by Each Reporting Person

5,757,972 (3)(4)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

Percent of Class Represented by Amount in Row (9)

6.24% (2)

Type of Reporting Person (See Instructions)

IN

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020.

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

Includes Ordinary Shares directly held by the reporting person over which the reporting person has sole voting and dispositive power.

(a)   Name of Issuer

JFrog Ltd.

(b)   Address of Issuer’s Principal Executive Offices

270 E. Caribbean Drive

Sunnyvale, CA 94089

(a)   Name of Person Filing

Scale Venture Partners IV, LP; Scale Venture Management IV, LLC; Scale Venture Management IV, LP; Rory O’ Driscoll; Stacey Bishop and Andrew Vitus

(b)   Address of Principal Business Office or, if none, Residence

Scale Venture Partners IV, LP: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Scale Venture Management IV, LLC: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Scale Venture Management IV, LP: 950 Tower Lane, Suite 1150, Foster City, CA 94404

Rory O’Driscoll:      950 Tower Lane, Suite 1150, Foster City, CA 94404

Stacey Bishop:         950 Tower Lane, Suite 1150, Foster City, CA 94404

Andrew Vitus:         950 Tower Lane, Suite 1150, Foster City, CA 94404

(c)   Citizenship

Scale Venture Partners IV, LP, Scale Venture Management IV, LLC and Scale Venture Management IV, LP are organized in Delaware. Each of Rory O’Driscoll, Stacey Bishop and Andrew Vitus are US citizens.

(d)   Title of Class of Securities

Ordinary Shares

(e)   CUSIP Number

M6191J100

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:

Ownership

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

Andrew Vitus

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

Andrew Vitus

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

Andrew Vitus

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

This percentage set forth on the cover sheets is calculated based upon 92,256,992 Ordinary Shares outstanding as of December 31, 2020.

Represents Ordinary Shares held on December 31, 2020 by Scale Venture Partners IV, LP (“SVP IV”). Scale Venture Management IV, LLC (“SVM IV”) is the general partner of Scale Venture Management IV, LP (“SVM LP”), the general partner of SVP IV. SVM IV is the ultimate general partner of SVP IV and has sole voting and dispositive power with respect to the shares held by SVP IV. The reporting person is a manager of SVM IV and shares voting and dispositive power over the shares held by SVP IV with the other managers of SVM IV. The reporting person disclaims beneficial ownership with respect to all of these shares except to the extent of her pecuniary interests therein.

Ownership of 5 Percent or Less of a Class

Ownership of More than Five Percent on Behalf of Another Person

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group

Notice of Dissolution of a Group

Certification