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 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. 1)*
Vacasa, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
91854V 10 7
(CUSIP Number)
December 31, 2022
(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) |
| x | 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. 91854V 10 7 | Page 2 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid, L.P. |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
PN |
| (1) | This Schedule 13G is filed by Altos Hybrid, L.P. (“Hybrid”), Altos Hybrid BF, LLC (“Hybrid BF”), Altos Hybrid BL, LLC (“Hybrid BL”), Altos Hybrid D, LLC (“Hybrid D”), Altos Hybrid G, LLC (“Hybrid G”), Altos Hybrid I, LLC (“Hybrid I” and, together with Hybrid, Hybrid BF, Hybrid BL and Hybrid D, Hybrid G, the “Hybrid Funds”), Altos Hybrid 2, L.P. (“Hybrid 2”), Altos Hybrid 2 BF, LLC, Altos Hybrid 2 BL, LLC (“Hybrid 2 BL”), Altos Hybrid 2 N, LLC (“Hybrid 2 N”), Altos Hybrid 2 P-FIO, LLC (“Hybrid 2 P-FIO”), Altos Hybrid 2 P-M, LLC (“Hybrid 2 P-M”), Altos Hybrid 2 P-MSF, LLC (“Hybrid 2 P-MSF”), Altos Hybrid 2 V, LLC (“Hybrid 2 V” an, together with Hybrid 2, Hybrid 2 BF, Hybrid 2 BL, Hybrid 2 N, Hybrid 2 P-FIO, Hybrid 2 P-M and Hybrid 2 P-MSF, the “Hybrid 2 Funds”), Altos Hybrid 3, L.P. (“Hybrid 3”), Altos Hybrid 3 B, LLC (“Hybrid 3 B”), Altos Hybrid 3 GS, LLC (“Hybrid 3 GS”), Altos Hybrid 3 I, LLC (“Hybrid 3 I”), Altos Hybrid 3 M, LLC (“Hybrid 3 M”), Altos Hybrid 3 T, LLC (“Hybrid 3 T” and, together with Hybrid 3, Hybrid 3 B, Hybrid 3 GS, Hybrid 3 I and Hybrid 3 M, the “Hybrid 3 Funds”), Altos Hybrid GP, LLC (“Hybrid GP”), Altos Hybrid 2 GP, LLC (“Hybrid 2 GP”), Altos Hybrid 3 GP, LLC (“Hybrid 3 GP” and, together with Hybrid GP and Hybrid 2 GP, the “Altos GPs”), Han Kim (“Kim”), Hodong Nam (Nam”) and Anthony P. Lee (“Lee”) (collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 3 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid BF, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 4 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid BL, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 5 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid D, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 6 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid G, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 7 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid I, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficia lly Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 8 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2, L.P. |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
PN |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 9 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 BF, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 10 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 BL, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 3. |
SEC USE ONLY
|
| 4. |
Citizenship or Place of Organization
Dela ware |
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 11 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 N, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 12 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 P-FIO, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 13 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 P-M, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 14 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 P-MSF, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 15 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 V, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 16 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3, L.P. |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
PN |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 17 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 B, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 18 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 GS, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 19 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 I, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 20 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 M, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 21 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 T, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 22 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid GP, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 23 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 2 GP, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 24 of 31 |
| 1. |
Name of Reporting Persons
Altos Hybrid 3 GP, LLC |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 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
0 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
0 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
0 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.0% |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| CUSIP No. 91854V 10 7 | Page 25 of 31 |
| 1. |
Name of Reporting Persons
Anthony P. Lee |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 3. |
SEC USE ONLY
|
| 4. |
Citizenship or Place of Organization
United States |
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
369,007 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
369,007 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
369,007 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.5% (2) |
| 12. |
Type of Reporting Person (See Instructions)
IN |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The beneficial ownership percentage is based on a total of 234,461,028 shares of Class A Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 91854V 10 7 | Page 26 of 31 |
| 1. |
Name of Reporting Persons
Han Kim |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 3. |
SEC USE ONLY
|
| 4. |
Citizenship or Place of Organization
United States |
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
369,007 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
369,007 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
369,007 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.5% (2) |
| 12. |
Type of Reporting Person (See Instructions)
IN |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The beneficial ownership percentage is based on a total of 234,461,028 shares of Class A Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 91854V 10 7 | Page 27 of 31 |
| 1. |
Name of Reporting Persons
Hodong Nam |
| 2. |
Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) x (1) |
| 3. |
SEC USE ONLY
|
| 4. |
Citizenship or Place of Organization
United States |
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
369,007 |
| 6. |
Shared Voting Power
0 | |
| 7. |
Sole Dispositive Power
369,007 | |
| 8. |
Shared Dispositive Power
0 |
| 9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
369,007 |
| 10. |
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
|
| 11. |
Percent of Class Represented by Amount in Row (11)
0.5% (2) |
| 12. |
Type of Reporting Person (See Instructions)
IN |
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The beneficial ownership percentage is based on a total of 234,461,028 shares of Class A Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 91854V 10 7 | Page 28 of 31 |
Introductory Note: This statement on Schedule 13G is being filed by the Reporting Persons in respect of Class A Common Stock of Vacasa, Inc. (the “Issuer”).
| Item 1(a) | Name of Issuer |
Vacasa, Inc.
| Item 1(b) | Address of Issuer's Principal Executive Offices |
850 NW 13th Avenue
Portland, OR 97209
| Item 2(a) | Name of Person Filing |
Altos Hybrid, L.P. (“Hybrid”)
Altos Hybrid BF, LLC (“Hybrid BF”)
Altos Hybrid BL, LLC (“Hybrid BL”)
Altos Hybrid D, LLC (“Hybrid D 01D;)
Altos Hybrid G, LLC (“Hybrid G”)
Altos Hybrid I, LLC (“Hybrid I”)
Altos Hybrid 2, L.P. (“Hybrid 2”)
Altos Hybrid 2 BF, LLC (“Hybrid 2 BF”)
Altos Hybrid 2 BL, LLC (“Hybrid 2 BL”)
Altos Hybrid 2 N, LLC (“Hybrid 2 N”)
Altos Hybrid 2 P-FIO, LLC (“Hybrid 2 P-FIO”)
Altos Hybrid 2 P-M, LLC (“Hybrid 2 P-M”)
Altos Hybrid 2 P-MSF, LLC (“Hybrid 2 P-MSF”)
Altos Hybrid 2 V, LLC (“Hybrid 2 P V”)
Altos Hybrid 3, L.P. (“Hybrid 3”)
Altos Hybrid 3 B, LLC (“Hybrid 3 B”)
Altos Hybrid 3 GS, LLC (“Hybrid 3 GS”)
Altos Hybrid 3 I, LLC (“Hybrid 3 I”)
Altos Hybrid 3 M, LLC (“Hybrid 3 M”)
Altos Hybrid 3 T, LLC (“Hybrid 3 T”)
Altos Hybrid GP, LLC (“Hybrid GP”)
Altos Hybrid 3 GP, LLC (“Hybrid 3 GP”)
Altos Hybrid 2 GP, LLC (“Hybrid 2 GP”).
Anthony P. Lee (“Lee”)
Han Kim (“Kim”)
Hodong Nam (“Nam”)
| Item 2(b) | Address of Principal Business Office or, if none, Residence |
2882 Sand Hill Road, Suite 100
Menlo Park, CA 94025
| CUSIP No. 91854V 10 7 | Page 29 of 31 |
| Item 2(c) | Citizenship |
Hybrid—Delaware
Hybrid BF—Delaware
Hybrid BL—Delaware
Hybrid D—Delaware
Hybrid G—Delaware
Hybrid I—Delaware
Hybrid 2—Delaware
Hybrid 2 BF—Delaware
Hybrid 2 BL—Delaware
Hybrid 2 N—Delaware
Hybrid 2 P-FIO—Delaware
Hybrid 2 P-M—Delaware
Hybrid 2 P-MSF—Delaware
Hybrid 2 P V—Delaware
Hybrid 3—Delaware
Hybrid 3 B—Delaware
Hybrid 3 GS—Delaware
Hybrid 3 I—Delaware
Hybrid 3 M—Delaware
Hybrid 3 T—Delaware
Hybrid GP—Delaware
Hybrid 3 GP—Delaware
Hybrid 2 GP—Delaware.
Lee—United States
Kim—United States
Nam—United States
| Item 2(d) | Title of Class of Securities |
Class A Common Stock
| Item 2(e) | CUSIP Number |
91854V 10 7
| Item 3 | Not applicable. |
| Item 4 | Ownership |
| (a) |
Amount beneficially owned:
See line 9 of pages 2 to 27, which are hereby incorporated by reference | |
| (b) |
Percent of class:
See line 11 of pages 2 to 27, which are hereby incorporated by reference | |
| (c) |
Number of shares as to which the person has:
| |
| (i) |
Sole power to vote or to direct the vote
See line 5 of pages 2 to 27, which are hereby incorporated by reference | |
| (ii) |
Shared power to vote or to direct the vote
See line 6 of pages 2 to 27, which are hereby incorporated by reference | |
| (iii) |
Sole power to dispose or to direct the disposition of
See line 7 of pages 2 to 27, which are hereby incorporated by reference | |
| (iv) |
Shared power to dispose or to direct the disposition of
See line 8 of pages 2 to 27, which are hereby incorporated by reference | |
| CUSIP No. 91854V 10 7 | Page 30 of 31 |
| 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 x.
| Item 6 | Ownership of More than Five Percent 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 |
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 |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.
| CUSIP No. 91854V 10 7 | Page 31 of 31 |
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.
February 14, 2023
Altos Hybrid, L.P.
Altos Hybrid BF, LLC
Altos Hybrid BL, LLC
Altos Hybrid D, LLC
Altos Hybrid G, LLC
Altos Hybrid I, LLC
By Altos Hybrid GP, LLC, their General Partner/Manger
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Director
Altos Hybrid 2, L.P.
Altos Hybrid 2 BF, LLC
Altos Hybrid 2 BL, LLC
Altos Hybrid 2 N, LLC
Altos Hybrid 2 P-FIO, LLC
Altos Hybrid 2 P-M, LLC
Altos Hybrid 2 P-MSF, LLC
Altos Hybrid 2 V, LLC
By Altos Hybrid 2, GP, LLC, their General Partner/Manger
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Director
Altos Hybrid 3, L.P.
Altos Hybrid 3 B, LLC
Altos Hybrid 3 GS, LLC
Altos Hybrid 3 I, LLC
Altos Hybrid 3 M, LLC
Altos Hybrid 3 T, LLC
By Altos Hybrid 3, GP, LLC, their General Partner/Manger
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Director
Altos Hybrid GP, LLC
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Member
Altos Hybrid 2, GP, LLC
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Member
Altos Hybrid 3, GP, LLC
| By: | /s/ Anthony P. Lee |
Anthony P. Lee, Managing Member
| /s/ Anthony P. Lee |
Anthony P. Lee
| /s/ Han Kim |
HAN KIM
| /s/ Hodong Nam |
Hodong Nam