Sec Form 13G Filing - Emergence Capital Partners III L.P. @ Zoom Communications Inc.

Sec Form 13G Filing - Emergence Capital Partners III L.P. filing for Zoom Communications Inc. (ZM) - 2021-02-12

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Zoom Video Communications, Inc.

(Name of Issuer)

CLASS A COMMON STOCK, $0.001 PAR VALUE PER SHARE

(Title of Class of Securities)

98980L101

(CUSIP Number)

December 31, 2020

(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. 98980L101		SCHEDULE 13G/A		Page 2 of 11 Pages

(1)	Represents 5,784,568 shares of Class B Common Stock held directly by Emergence Capital Partners III, L.P.

(2)

Each share of Class A Common Stock is entitled to one vote, and each share of Class B Common Stock is entitled to ten votes. Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon certain events specified in the Issuer’s certificate of incorporation.

(3)

The percent of class was calculated based on (i) 203,326,868 shares of Class A Common Stock and (ii) 87,765,770 shares of Class B Common Stock outstanding as of January 12, 2021, as set forth in the Issuer’s prospectus supplement, dated as of the same date, and filed with the Securities and Exchange Commission on January 13, 2021.

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 5,784,568 shares of Class B Common Stock held by Emergence Capital Partners III, L.P. represents 5.4% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 3 of 11 Pages

(1)	Represents 704,257 shares of Class B Common Stock held directly by EZP Opportunity, L.P.

(2)

(3)

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 704,257 shares of Class B Common Stock held by EZP Opportunity, L.P. represents 0.7% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 4 of 11 Pages

(1)

Represents 6,488,825 shares of Class B Common Stock held directly by Emergence Capital Partners III, L.P. (“ECP III”) and EZP Opportunity, L.P. (“EZP”) Emergence Equity Partners III, L.P. is the sole general partner of ECP III and EZP, and may be deemed to beneficially own the shares of stock held directly by each ECP III and EZP.

(2)

(3)

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP represent 6.0% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 5 of 11 Pages

(1)

Represents 6,488,825 shares of Class B Common Stock held directly by ECP III and EZP. Emergence GP Partners, LLC is the sole general partner of Emergence Equity Partners III, L.P., which is the sole general partner of ECP III and EZP, and may be deemed to beneficially own the shares of stock held directly by ECP III and EZP.

(2)

(3)

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP represent 6.0% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 6 of 11 Pages

(1)	Represents 6,488,825 shares of Class B Common Stock held directly by ECP III and EZP and 708,271 shares of Class A Common Stock held directly by Mr. Ritter.

(2)

(3)

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP and the 708,271 shares of Class A Common Stock held by Mr. Ritter collectively represent 6.1% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 7 of 11 Pages

(1)	Represents 6,488,825 shares of Class B Common Stock held directly by ECP III and EZP and 735,051 shares of Class 0;A Common Stock held directly by Mr. Green.

(2)

(3)

(4)

Based on the aggregate number of shares of Class B Common Stock beneficially owned by the reporting person, which pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, is treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP and the 735,051 shares of Class A Common Stock held by Mr. Green collectively represent 6.1% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 8 of 11 Pages


Item 1.				Issuer

		(a)		Name of Issuer:

				Zoom Video Communications, Inc. (the “Issuer”)

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

				55 Almaden Boulevard 6^th Floor San Jose, California 95113

Item 2.				Filing Person

		(a) – (c)		Name of Persons Filing; Address; Citizenship:

				(i) Emergence Capital Partners III, L.P., a Delaware limited partnership; (ii) EZP Opportunity, L.P., a Delaware limited partnership; (iii) Emergence Equity Partners III, L.P., a Delaware limited partnership; (iv) Emergence GP Partners, LLC, a Delaware limited liability company; (v) Gordon Ritter, a citizen of the United States of America; and (vi) Jason Green, a citizen of the United States of America The address of the principal business office of each of the reporting persons are 160 Bovet Road, Suite 300, San Mateo, California 94402.

		(d)		Title of Class of Securities:

				Class A Common Stock, $0.001 par value per share, (the “Common Stock”)

		(e)		CUSIP Number:

				98980L101

Item 3.		If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

		(a)		☐		Broker or dealer registered under Section 15 of the Act;

		(b)		☐		Bank as defined in Section 3(a)(6) of the Act;

		(c)		☐		Insurance company as defined in Section 3(a)(19) of the Act;

		(d)		☐		Investment company registered under Section 8 of the Investment Company Act of 1940;

		(e)		☐		An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

		(f)		☐		An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

		(g)		☐		A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

		(h)		☐		A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

	(i)		☐		A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;

		(j)		☐		A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);

		(k)		☐		Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

				If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 9 of 11 Pages




Item 4.	Ownership.

	(a) and (b)	Amount beneficially owned:

		(i) Emergence Capital Partners III, L.P. (“ECP III”) directly owns 5,784,568 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 2.8% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 5,784,568 shares of Class B Common Stock held by ECP III represents 5.4% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

		(ii) EZP Opportunity, L.P. (“EZP”) directly owns 704,257 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 0.3% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 704,257 shares of Class B Common Stock held by EZP represents 0.7% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

		(iii) Emergence Equity Partners III, L.P. (“EEP III”) is the sole general partner of ECP III and EZP, and may be deemed to beneficially own 6,488,825 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 3.1% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP represent 6.0% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

		(iv) Emergence GP Partners, LLC (“EGP”) is the sole general partner of EEP III, which is the sole general partner of ECP III and EZP, and may be deemed to beneficially own 6,488,825 shares of Class B Common Stock, which, when such shares are treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, represents approximately 3.1% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP represent 6.0% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.

		(v) Gordon Ritter (“Ritter”) is an equity holder of EGP, which is the sole general partner of EEP III, which is the sole general partner of ECP III and EZP, and may be deemed to beneficially own 6,488,825 shares of Class B Common Stock held directly by ECP III and EZP. These shares when treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, together with the 708,271 shares of Class A Common Stock held directly by Mr. Ritter represent approximately 3.4% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP and the 708,271 shares of Class A Common Stock held by Mr. Ritter collectively represent 6.1% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock.


CUSIP No. 98980L101		SCHEDULE 13G/A		Page 10 of 11 Pages



				(vi) Jason Green (“Green”) is an equity holder of EGP, which is the sole general partner of EEP III, which is the sole general partner of ECP III and EZP, and may be deemed to beneficially own 6,488,825 shares of Class B Common Stock held directly by ECP III and EZP. These shares when treated as converted into Class A Common Stock only for purposes of computing the percentage ownership of the reporting person pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, together with the 735,051 shares of Class A Common Stock held directly by Mr. Green represent approximately3.4% of the outstanding shares of Class A Common Stock. In accordance with Rule 13d-3, the percentage reported does not reflect the ten for one voting power of the Class B Common Stock because the Class B Common Stock is not a registered class of voting equity securities under the Securities Exchange Act of 1934, as amended. The 6,488,825 shares of Class B Common Stock held by ECP III and EZP and the 735,051 shares of Class A Common Stock held by Mr. Green collectively represent6.1% of the aggregate combined voting power of the Class A Common Stock and Class B Common Stock. The percent of class and voting power were calculated based on (i) 203,326,868 shares of Class A Common Stock and (ii) 87,765,770 shares of Class B Common Stock outstanding as of January 12, 2021, as set forth in the Issuer’s prospectus supplement, dated as of the same date, and filed with the Securities and Exchange Commission on January 13, 2021.

		(c)		Number of shares as to which such person has:


	Number of Shares of Class A Common Stock
Reporting Person	(i)		(ii)		(iii)		(iv)
Emergence Capital Partners III, L.P.		5,784,568		-0-		5,784,568		-0-
EZP Opportunity, L.P.		704,257		-0-		704,257		-0-
Emergence Equity Partners III, L.P.		6,488,825		-0-		6,488,825		-0-
Emergence GP Partners, LLC		6,488,825		-0-		6,488,825		-0-
Gordon Ritter		7,197,096		-0-		7,197,096		-0-
Jason Green		7,223,876		-0-		7,223,876		-0-


		(i) Sole power to vote or direct the vote (ii) Shared power to vote or to direct the vote (iii) Sole power to dispose or to direct the disposition of (iv) Shared power to dispose or to direct the disposition of

		The percent of class was calculated based on 203,326,868 shares of Class A Common Stock outstanding as of January 12, 2021, as set forth in the Issuer’s prospectus supplement, dated as of the same date, and filed with the Securities and Exchange Commission on January 13, 2021.

Item 5.		Ownership of Five 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 five percent of the class of securities, check the following. ☒

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 or Control Person. 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. 98980L101		SCHEDULE 13G/A		Page 11 of 11 Pages

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 12, 2021


EMERGENCE CAPITAL PARTNERS III, L.P.

By: Emergence Equity Partners III, L.P., its sole general partner
By: Emergence GP Partners, LLC, its sole general partner

By :		/s/ Gordon Ritter
		Name: Gordon Ritter
		Title: Manager

EZP OPPORTUNITY, L.P.

By: Emergence Equity Partners III, L.P., its sole general partner
By: Emergence GP Partners, LLC, its sole general partner

By:		/s/ Gordon Ritter
		Name: Gordon Ritter
		Title: Manager

EMERGENCE EQUITY PARTNERS III, L.P.

By: Emergence GP Partners, LLC, its sole general partner

By:		/s/ Gordon Ritter
		Name: Gordon Ritter
		Title: Manager

EMERGENCE GP PARTNERS, LLC

By:		/s/ Gordon Ritter
		Name: Gordon Ritter
		Title: Manager

Gordon Ritter

/s/ Gordon Ritter

Jason Green

/s/ Jason Green

NAMES OF REPORTING PERSONS

Emergence Capital Partners III, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware