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>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Livongo Health, Inc.
(Name of Issuer)
Common Stock, $.001 par value
(Title of Class of Securities)
539183103
(CUSIP Number)
Christopher McCain
General Catalyst Partners
20 University Road, 4th Floor, Cambridge, MA 02138
(617) 234-7000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 15, 2020
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* 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).
CUSIP No. 539183103 |
13D | Page 2 of 25 Pages |
1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
General Catalyst Group Management Holdings GP, LLC
|
|||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
|
(a) ☐ (b) ☒ | ||
3. | SEC USE ONLY
|
|||
4. | SOURCE OF FUNDS (see instructions)
AF
|
|||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. |
SOLE VOTING POWER
0 Shares
| ||
8. | SHARED VOTING POWER
20,481,625 shares
| |||
9. | SOLE DISPOSITIVE POWER
0 Shares
| |||
10. | SHARED DISPOSITIVE POWER
20,481,625 shares
|
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,481,625 shares
|
|||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
|
☐ | ||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.94%
|
|||
14. |
TYPE OF REPORTING PERSON (see instructions)
OO
|
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst Group Management Holdings, L.P. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) PN
13D
Page
3 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
CUSIP No. 539183103 |
13D | Page 4 of 25 Pages |
1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
General Catalyst Group Management, LLC
|
|||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
|
(a) ☐ (b) ☒ | ||
3. | SEC USE ONLY
|
|||
4. | SOURCE OF FUNDS (see instructions)
AF
|
|||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. |
SOLE VOTING POWER
0 Shares
| ||
8. | SHARED VOTING POWER
20,481,625 shares
| |||
9. | SOLE DISPOSITIVE POWER
0 Shares
| |||
10. | SHARED DISPOSITIVE POWER
20,481,625 shares
|
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,481,625 shares
|
|||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
|
☐ | ||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.94%
|
|||
14. |
TYPE OF REPORTING PERSON (see instructions)
OO
|
CUSIP No. 539183103 |
13D | Page 5 of 25 Pages |
1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
General Catalyst Group VI, L.P.
|
|||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
|
(a) ☐ (b) ☒ | ||
3. | SEC USE ONLY
|
|||
4. | SOURCE OF FUNDS (see instructions)
AF
|
|||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. |
SOLE VOTING POWER
0 Shares
| ||
8. | SHARED VOTING POWER
20,481,625 shares
| |||
9. | SOLE DISPOSITIVE POWER
0 Shares
| |||
10. | SHARED DISPOSITIVE POWER
20,481,625 shares
|
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,481,625 shares
|
|||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
|
☐ | ||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.94%
|
|||
14. |
TYPE OF REPORTING PERSON (see instructions)
PN
|
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst Partners VI, L.P. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) PN
13D
Page
6 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
CUSIP No. 539183103 |
13D | Page 7 of 25 Pages |
1. | ; | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
General Catalyst GP VI, LLC
|
||
2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
|
(a) ☐ (b) ☒ | ||
3. | SEC USE ONLY
|
|||
4. | SOURCE OF FUNDS (see instructions)
AF
|
|||
5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐ | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. |
SOLE VOTING POWER
0 Shares
| ||
8. | SHARED VOTING POWER
20,481,625 shares
| |||
9. | SOLE DISPOSITIVE POWER
0 Shares
| |||
10. | SHARED DISPOSITIVE POWER
20,481,625 shares
|
11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,481,625 shares
|
|||
12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
|
☐ | ||
13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
20.94%
|
|||
14. |
TYPE OF REPORTING PERSON (see instructions)
OO
|
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst Group VIII, L.P. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) WC CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) PN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst Group VIII Supplemental, L.P. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) WC CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) PN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst Partners VIII, L.P. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) PN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) General Catalyst GP VIII, LLC CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) OO
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GC Venture LH, LLC CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) WC CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) OO
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GC Venture LH Manager, LLC CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) OO
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Kenneth I. Chenault CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 0
Shares SHARED
VOTING POWER 20,481,625
shares SOLE
DISPOSITIVE POWER 0
Shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,481,625
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.94% 14. TYPE
OF REPORTING PERSON (see instructions) IN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Joel E. Cutler CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 10,536
shares SHARED
VOTING POWER 20,488,649 shares SOLE
DISPOSITIVE POWER 10,536
shares SHARED
DISPOSITIVE POWER 20,488,649 shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,499,185
shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.96% 14. TYPE
OF REPORTING PERSON (see instructions) IN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) David P. Fialkow CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 7,165 shares SHARED
VOTING POWER 20,485,137 shares SOLE
DISPOSITIVE POWER 7,165 shares SHARED
DISPOSITIVE POWER 20,485,137 shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,492,302 shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.95% 14. TYPE
OF REPORTING PERSON (see instructions) IN
CUSIP
No. 539183103 NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Hemant Taneja CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)
☐ (b)
☒ SEC
USE ONLY SOURCE
OF FUNDS (see instructions) AF CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP
OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7. SOLE
VOTING POWER 14,048 shares SHARED
VOTING POWER 20,481,625 shares SOLE
DISPOSITIVE POWER 14,048 shares SHARED
DISPOSITIVE POWER 20,481,625
shares AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 20,495,673 shares CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.95% 14. TYPE
OF REPORTING PERSON (see instructions) IN CUSIP
No. 539183103 Schedule 13D/A This Amendment No. 1 to
Schedule 13D amends and supplements statements on Schedule 13D (the “Schedule 13D”) originally filed on August 8, 2019
with respect to the shares of common stock, $.001 par value (the “Common Stock”) of Livongo Health, Inc. (the “Issuer”)
having its principal executive office at 150 West Evelyn Avenue, Mountain View, California 94041. Each Item below amends and supplements
the information disclosed under the corresponding Item of the Schedule 13D. Unless otherwise indicated herein, capitalized terms
used but not defined in this Amendment No. 1 shall have the same meaning herein as are ascribed to such terms in the Schedule 13D.
Except as set forth in this Amendment No. 1, the information contained in the Schedule 13D has not been updated or amended. There are no amendments to Item 2 of the Schedule 13D. Item 3 of the Schedule 13D is hereby
amended and restated in its entirety as follows: On July 29, 2019, as a
result of the initial public offering of the Issuer’s Common Stock, the Issuer’s Series A Preferred Stock, Series B
Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock and each of GC VI’s, GC
VIII’s and GC VIII Supplemental’s holdings thereof each automatically converted into shares of Common Stock on a one-for-one
basis (the “Conversion”). On July 29, 2019, and immediately following the closing of the Issuer’s initial public
offering, the SPV purchased 2,678,571 shares of the Issuer’s Common Stock from an existing shareholder of the Issuer in a
private transaction (the “SPV Shares”). As a result of the Conversion and purchase, the GC Funds and the SPV then held
a total of 22,778,695 shares of the Issuer’s Common Stock (the “GC Shares”). The capital contributions
of the members of the SPV was the source of the funds for the purchase of the SPV Shares. On April 9, 2020, 7wire
Investment Holdings, Ltd., a wholly owned subsidiary of General Catalyst Group VIII, L.P., received 2,930 shares of the Issuer's
Common Stock. On May 11, 2020, General
Catalyst Group VI, L.P. sold 300,000 shares of the Issuer’s Common Stock in open market transactions at prevailing market
prices for gross proceeds of $15,864,974.79. On May 15, 2020, General
Catalyst Group VI, L.P. distributed, in-kind, without consideration, a total of 2,000,000 shares of the Issuer’s Common Stock
to its general and limited partners. There are no amendments to Item 4 of the Schedule 13D. CUSIP
No. 539183103 Item 5(a)-(c) of the Schedule 13D are
hereby amended and restated in their entirety as follows: Each Reporting Person disclaims beneficial
ownership of the GC Shares except for the shares, if any, such Reporting Person holds of record. The percentage of outstanding Common
Stock of the Issuer which may be deemed to be beneficially owned by each Reporting Person is set forth on Line 13 of such Reporting
Person’s cover sheet. Such percentage was calculated based on the 97,817,000 shares of Common Stock reported to be outstanding
by the Issuer on the Form 10-Q filed with the Securities and Exchange Commission May 7, 2020. There are no amendments to Item 6 of
the Schedule 13D. There are no amendments to Item 7 of
the Schedule 13D. CUSIP
No. 539183103 SIGNATURE After reasonable inquiry and to the best of
its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete
and correct. EXECUTED this 26th day of May, 2020. General catalyst group vI,
L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP VIII, L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP VIII SUPPLEMENTAL, L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer CUSIP
No. 539183103 GC VENTURE LH, LLC its Manager its Manager Christopher McCain Chief Legal Officer GENERAL CATALYST PARTNERS VI, L.P. its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST PARTNERS VIII, L.P. its General Partner Christopher McCain Chief Legal Officer GC VENTURE LH MANAGER, LLC its Manager Christopher McCain Chief Legal Officer GENERAL CATALYST GP VI, LLC Christopher McCain Chief Legal Officer CUSIP
No. 539183103 GENERAL CATALYST GP VIII, LLC Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT, LLC Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT HOLDINGS, L.P. its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT HOLDINGS GP, LLC Christopher McCain Chief Legal Officer * Kenneth I. Chenault * Joel E. Cutler David P. Fialkow Hemant Taneja * By: /s/ Christopher McCain Christopher
McCain as Attorney-in-Fact * This Schedule 13D was executed by Christopher McCain on behalf
of the Managing Directors pursuant to Powers of Attorney filed as Exhibit 24.1 to the Form 4 relating to the beneficial ownership
of shares of Intersections Inc. (file no. 000-50580) by Reporting Persons filed with the Securities Exchange Commission on January
15, 2019 and incorporated herein in its entirety by reference. CUSIP
No. 539183103 EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the
Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D
need be filed with respect to the ownership by each of the undersigned of shares of stock of Livongo Health, Inc. EXECUTED this 26th day of May, 2020. General catalyst group vI,
L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP VIII, L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP VIII SUPPLEMENTAL, L.P. its General Partner its General Partner Christopher McCain Chief Legal Officer CUSIP
No. 539183103 GC VENTURE LH, LLC its Manager its Manager Christopher McCain Chief Legal Officer GENERAL CATALYST PARTNERS VI, L.P. its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST PARTNERS VIII, L.P. its General Partner Christopher McCain Chief Legal Officer GC VENTURE LH MANAGER, LLC its Manager Christopher McCain Chief Legal Officer GENERAL CATALYST GP VI, LLC Christopher McCain Chief Legal Officer CUSIP
No. 539183103 GENERAL CATALYST GP VIII, LLC Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT, LLC Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT HOLDINGS, L.P. its General Partner Christopher McCain Chief Legal Officer GENERAL CATALYST GROUP MANAGEMENT HOLDINGS GP, LLC Christopher McCain Chief Legal Officer * Kenneth I. Chenault * Joel E. Cutler David P. Fialkow Hemant Taneja * By: /s/ Christopher McCain Christopher
McCain as Attorney-in-Fact * This Schedule 13D was executed by Christopher McCain on behalf
of the Managing Directors pursuant to Powers of Attorney filed as Exhibit 24.1 to the Form 4 relating to the beneficial ownership
of shares of Intersections Inc. (file no. 000-50580) by Reporting Persons filed with the Securities Exchange Commission on January
15, 2019 and incorporated herein in its entirety by reference. 13D
Page
8 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
9 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
10 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
11 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
12 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
13 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
14 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
15 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
16 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
17 of 25 Pages
1.
2.
3.
4.
5.
☐
6.
8.
9.
10.
11.
12.
☐
13.
13D
Page
18 of 25 Pages
Item 1. Security and Issuer
Item 2. Identity and Background.
Item 3. Source and Amount of Funds or Other Consideration.
Item 4. Purpose of Transaction.
13D
Page
19 of 25 Pages
Item 5. Interest in Securities of the Issuer.
(a) GC VI is the record owner of 13,943,216 of the GC Shares. As the sole general partner of GC VI,
GC VI GPLP may be deemed to own beneficially such GC Shares. As the sole general partner of GC VI GPLP, GC VI GPLLC may be deemed
to own beneficially such GC Shares. GC VIII is the record owner of 967,157 of the GC Shares. As the sole general partner of GC
VIII, GC VIII GPLP may be deemed to own beneficially such GC Shares. As the sole general partner of GC VIII GPLP, GC VIII GPLLC
may be deemed to own beneficially such
GC Shares. GC VIII Supplemental is the record owner of 2,892,681 of the GC Shares. As the sole general partner of GC VIII Supplemental,
GC VIII GPLP may be deemed to own beneficially such GC Shares. As the sole general partner of GC VIII GPLP, GC VIII GPLLC may be
deemed to own beneficially such GC Shares. The SPV is the record owner of 2,678,571 of the GC Shares. By virtue of their relationship
as affiliated entities who have overlapping general partners and managing directors, each entity and Reporting Person may be deemed
to share the power to direct the disposition and/or vote of the GC Shares. As the manager of each of GC VI GPLLC, GC VIII GPLLC
and the SPV Manager, GCGM LLC may be deemed to own beneficially such GC Shares. As the manager of GCGM LLC, GCGM LP may be deemed
to own beneficially such GC Shares. As the general partner of GCGM LP, GCGM Holdings may be deemed to own beneficially such GC
Shares. As the manager of the SPV, the SPV Manager may be deemed to own beneficially such GC Shares. As Managing Directors of GCGM
Holdings, each of the Managing Directors may be deemed to own beneficially such GC Shares.
(b) Regarding the number of shares as to which such person has:
(i) sole power to vote or to direct the vote: See line 7 of cover sheets
(ii) shared power to vote or to direct the vote: See line 8 of cover sheets
(iii) sole power to dispose or to direct the disposition: See line 9 of cover sheets.
(iv) shared power to dispose or to direct the disposition: See line 10 of cover sheets
(c) Except for the transactions described above in Item 3 of this Amendment No. 1, there were no other
transactions effected by the Reporting Persons in the common stock within the past sixty (60) days.
Item 6. Contracts, Arrangements, Undertakings or Relationships with Respect to Securities of the Issuer.
Item 7. Material to be Filed as Exhibits.
13D
Page
20 of 25 Pages
By: GENERAL CATALYST PARTNERS VI, L.P.
By: GENERAL CATALYST GP VI, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST PARTNERS VIII, L.P.
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST PARTNERS VIII, L.P.
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
13D
Page
21 of 25 Pages
By: GC VENTURE LH MANAGER, LLC
By: GENERAL CATALYST GROUP MANAGEMENT, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GP VI, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GROUP MANAGEMENT, LLC
By: /s/ Christopher McCain
By: /s/ Christopher McCain
13D
Page
22 of 25 Pages
By: /s/ Christopher McCain
By: /s/ Christopher McCain
By: GENERAL CATALYST GROUP MANAGEMENT HOLDINGS GP, LLC
By: /s/ Christopher McCain
By: /s/ Christopher McCain
13D
Page
23 of 25 Pages
By: GENERAL CATALYST PARTNERS VI, L.P.
By: GENERAL CATALYST GP VI, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST PARTNERS VIII, L.P.
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST PARTNERS VIII, L.P.
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
13D
Page
24 of 25 Pages
By: GC VENTURE LH MANAGER, LLC
By: GENERAL CATALYST GROUP MANAGEMENT, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GP VI, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GP VIII, LLC
By: /s/ Christopher McCain
By: GENERAL CATALYST GROUP MANAGEMENT, LLC
By: /s/ Christopher McCain
By: /s/ Christopher McCain
13D
Page
25 of 25 Pages
By: /s/ Christopher McCain
By: /s/ Christopher McCain
By: GENERAL CATALYST GROUP MANAGEMENT HOLDINGS GP, LLC
By: /s/ Christopher McCain
By: /s/ Christopher McCain