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
What is insider trading>>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. __)*
Bumble Inc.
(Name of Issuer)
Class A common stock, par value $0.01 per share
(Title of Class of Securities)
12047B105
(CUSIP Number)
December 31, 2021
(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) | |
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 disclosures provided in a prior cover page.
The information required on 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).
(Continued on following pages)
Page 1 of 14 Pages
Exhibit Index Contained on Page 13
CUSIP NO. 12047B105 | 13 G | Page 2 of 14 |
1 | NAME OF REPORTING Accel Growth Fund V L.P. (“AGF5”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE
VOTING POWER 4,848,635 shares, all of which are directly owned by AGF5. Accel Growth Fund V Associates L.L.C. (“AGF5A”), the general partner of AGF5, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 4,848,635 shares, all of which are directly owned by AGF5. AGF5A, the general partner of AGF5, may be deemed to have sole power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 4,848,635 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 3.8%(1) |
12 | TYPE OF REPORTING PERSON* | PN |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 11, 2021 (the “Form 10-Q”).
CUSIP NO. 12047B105 | 13 G | Page 3 of 14 |
1 | NAME OF REPORTING Accel Growth Fund V Strategic Partners L.P. (“AGF5SP”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE
VOTING POWER 205,896 shares, all of which are directly owned by AGF5SP. AGF5A, the general partner of AGF5SP, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 205,896 shares, all of which are directly owned by AGF5SP. AGF5A, the general partner of AGF5SP, may be deemed to have sole power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 205,896 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0.2%(1) |
12 | TYPE OF REPORTING PERSON* | PN |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 4 of 14 |
1 | NAME OF REPORTING PERSONS Accel Growth Fund V Associates L.L.C. ("AGF5A") |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 5,054,531 shares, of which 4,848,635 are directly owned by AGF5, and 205,896 are directly owned by AGF5SP. AGF5A, the general partner of AGF5 and AGF5SP, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 5,054,531 shares, of which 4,848,635 are directly owned by AGF5, and 205,896 are directly owned by AGF5SP. AGF5A, the general partner of AGF5 and AGF5SP, may be deemed to have sole power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 5,054,531 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 3.9%(1) |
12 | TYPE OF REPORTING PERSON* | OO |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 5 of 14 |
1 | NAME OF REPORTING Accel Growth Fund V Investors (2019) L.L.C. (“AGFI19”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 252,063 |
6 | SHARED
VOTING POWER 0 | |
7 | SOLE DISPOSITIVE POWER 252,063 | |
8 | SHARED
DISPOSITIVE POWER 0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 252,063 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0.2%(1) |
12 | TYPE OF REPORTING PERSON* | OO |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 6 of 14 |
1 | NAME OF REPORTING Accel Leaders Fund II L.P. (“ALF2”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE
VOTING POWER 1,615,150 shares, all of which are directly owned by ALF2. Accel Leaders Fund II Associates L.L.C. (“ALF2A”), the general partner of ALF2, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 1,615,150 shares, all of which are directly owned by ALF2. Accel Leaders Fund II Associates L.L.C. (“ALF2A”), the general partner of ALF2, may be deemed to have shared power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 1,615,150 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 1.2%(1) |
12 | TYPE OF REPORTING PERSON* | PN |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 7 of 14 |
1 | NAME OF REPORTING Accel Leaders Fund II Strategic Partners L.P. (“ALF2SP”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE
VOTING POWER 68,809 shares, all of which are directly owned by ALF2SP. ALF2A, the general partner of ALF2SP, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 68,809 shares, all of which are directly owned by ALF2SP. ALF2A, the general partner of ALF2SP, may be deemed to have shared power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 68,809 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0.1%(1) |
12 | TYPE OF REPORTING PERSON* | PN |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 8 of 14 |
1 | NAME OF REPORTING PERSONS Accel Leaders Fund II Associates L.L.C. (“ALF2A”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER OF
REPORTING
|
5 | SOLE
VOTING POWER 1,683,959 shares, of which 1,615,150 are directly owned by ALF2 and 68,809 are directly owned by ALF2SP. ALF2A, the general partner of ALF2 and ALF2SP, may be deemed to have sole power to vote these shares. |
6 | SHARED
VOTING POWER See response to row 5. | |
7 | SOLE
DISPOSITIVE POWER 1,683,959 shares, of which 1,615,150 are directly owned by ALF2 and 68,809 are directly owned by ALF2SP. ALF2A, the general partner of ALF2 and ALF2SP, may be deemed to have sole power to dispose of these shares. | |
8 | SHARED
DISPOSITIVE POWER See response to row 7. |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 1,683,959 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 1.3%(1) |
12 | TYPE OF REPORTING PERSON | OO |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 9 of 14 |
1 | NAME OF REPORTING Accel Leaders Fund II Investors (2019) L.L.C. (“ALFI19”) |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE
VOTING POWER 84,906 |
6 | SHARED
VOTING POWER 0 | |
7 | SOLE
DISPOSITIVE POWER 84,906 | |
8 | SHARED DISPOSITIVE POWER 0 |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | 84,906 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | ¨ |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | 0.1%(1) |
12 | TYPE OF REPORTING PERSON* | OO |
(1) Based on 129,241,580 shares of Class A Common Stock outstanding as of October 29, 2021, as reported by the issuer in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
CUSIP NO. 12047B105 | 13 G | Page 10 of 14 |
ITEM 1(A) | NAME OF ISSUER
Bumble Inc.
| |
ITEM 1(B). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES Austin, Texas
| |
ITEM 2(A). | NAME OF PERSONS FILING
This joint Schedule 13G is being filed by Accel Growth Fund V L.P. ("AGF5"), Accel Growth Fund V Strategic Partners L.P. ("AGF5SP"), Accel Growth Fund V Associates L.L.C. ("AGF5A"), Accel Growth Fund V Investors (2019) L.L.C. ("AGFI19"), Accel Leaders Fund II L.P. ("ALF2"), Accel Leaders Fund II Strategic Partners L.P. ("ALF2SP"), Accel Leaders Fund II Associates L.L.C. ("ALF2A"), and Accel Leaders Fund II Investors (2019) L.L.C. ("ALFI19"). The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”
AGF5A, the general partner of AGF5 and AGF5SP, may be deemed to have sole power to vote and sole power to dispose of the shares of the issuer directly owned by AGF5 and AGF5SP. ALF2A, the general partner of ALF2 and ALF2SP, may be deemed to have sole power to vote and sole power to dispose of the shares of the issuer directly owned by ALF2 and ALF2SP.
| |
ITEM 2(B). | ADDRESS OF PRINCIPAL OFFICE
The address for each of the Reporting Persons is:
Accel Partners 500 University Avenue Palo Alto, CA 94301
| |
ITEM 2(C). | CITIZENSHIP
AGF5, AGF5SP, ALF2, and ALF2SP are Delaware limited partnerships. AGF5A, AGFI19, ALF2A, and ALFI19 are Delaware limited liability companies.
| |
ITEM 2(D). | TITLE OF CLASS OF SECURITIES
Class A common stock, par value $0.01 per share
| |
ITEM 2(E). | CUSIP NUMBER
12047B105
| |
ITEM 3. | Not Applicable | |
ITEM 4. | OWNERSHIP
| |
(a) | Amount beneficially owned: |
CUSIP NO. 12047B105 | 13 G | Page 11 of 14 |
(b) | Percent of Class:
| |||
(c) | Number of shares as to which such person has:
| |||
(i) | Sole power to vote or to direct the vote:
| |||
(ii) | Shared power to vote or to direct the vote: | |||
See Row 6 of cover page for each Reporting Person. |
(iii) | Sole power to dispose or to direct the disposition of:
See Row 7 of cover page for each Reporting Person. |
(iv) | Shared power to dispose or to direct the disposition of: |
ITEM 5. | OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS Not applicable. |
ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
ITEM 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
|
ITEM 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
|
ITEM 9. | NOTICE
OF DISSOLUTION OF GROUP. Not Applicable. |
ITEM 10. | CERTIFICATION. Not Applicable. |
CUSIP NO. 12047B105 | 13 G | Page 12 of 14 |
SIGNATURES
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 11, 2022
Entities: Accel Growth Fund V L.P.*
Accel Growth Fund V Strategic Partners L.P.*
Accel Growth Fund V Associates L.L.C.*
Accel Growth Fund V Investors (2019) L.L.C.*
Accel Leaders Fund II L.P.*
Accel Leaders Fund II Strategic Partners L.P.*
Accel Leaders Fund II Associates L.L.C.*
Accel Leaders Fund II Investors (2019) L.L.C.*
By: | /s/ Tracy L. Sedlock | |
Tracy L. Sedlock, Attorney-in-fact for the above-listed entities | ||
* Signed pursuant to a Power of Attorney already on file with the appropriate agencies.
CUSIP NO. 12047B105 | 13 G | Page 13 of 14 |
EXHIBIT INDEX
Found
on Sequentially | ||
Exhibit | Numbered Page | |
Exhibit A: Agreement of Joint Filing | 14 |
CUSIP NO. 12047B105 | 13 G | Page 14 of 14 |
EXHIBIT A
Agreement of Joint Filing
The Reporting Persons agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Bumble Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.
Date: February 11, 2022
Entities: Accel Growth Fund V L.P.*
Accel Growth Fund V Strategic Partners L.P.*
Accel Growth Fund V Associates L.L.C.*
Accel Growth Fund V Investors (2019) L.L.C.*
Accel Leaders Fund II L.P.*
Accel Leaders Fund II Strategic Partners L.P.*
Accel Leaders Fund II Associates L.L.C.*
Accel Leaders Fund II Investors (2019) L.L.C.*
By: | /s/ Tracy L. Sedlock | |
Tracy L. Sedlock, Attorney-in-fact for the above-listed entities |
* Signed pursuant to a Power of Attorney already on file with the appropriate agencies.