1. Title of Derivative Security (Instr. 4)
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2. Date Exercisable and Expiration Date (Month/Day/Year)
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3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)
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6. Nature of Indirect Beneficial Ownership (Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Redeemable Convertible Series B Preferred Stock |
(1)
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(1)
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Common Stock |
18,498 |
(1)
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I |
See footnotes
(4)
(5)
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Redeemable Convertible Series B-1 Preferred Stock |
(1)
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(1)
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Common Stock |
5,541 |
(1)
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I |
See footnotes
(4)
(5)
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Redeemable Convertible Series D Preferred Stock |
(1)
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(1)
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Common Stock |
1,916,890 |
(1)
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I |
See footnotes
(4)
(5)
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Redeemable Convertible Series D Preferred Stock |
(1)
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(1)
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Common Stock |
89,811 |
(1)
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I |
See footnote
(6)
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Redeemable Convertible Series E Preferred Stock |
(1)
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(1)
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Common Stock |
343,417 |
(1)
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I |
See footnotes
(4)
(5)
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Redeemable Convertible Series F Preferred Stock |
(1)
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(1)
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Common Stock |
3,011,559 |
(1)
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I |
See footnotes
(4)
(5)
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Option (Right to Buy) |
(2)
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07/25/2023 |
Common Stock |
40,000 |
$2.14 |
D |
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Option (Right to Buy) |
(3)
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03/10/2025 |
Common Stock |
10,000 |
$13.43 |
D |
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*
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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These shares of redeemable convertible preferred stock are convertible, at the option of the holder, into shares of Common Stock on a 1-for-1 basis and will automatically convert into shares of Common Stock on a 1-for-1 basis immediately upon the closing of the Issuer's initial public offering. These shares of redeemable convertible preferred stock have no expiration date.
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(2)
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All shares underlying this option have vested.
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(3)
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7,708 of the shares underlying this option have vested. The remaining 2,292 shares will vest in 11 monthly installments beginning on May 10, 2018, subject to Mr. Salem's continued service through each vesting date.
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(4)
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Represents shares of redeemable convertible preferred stock held directly by BCIP Venture Associates, BCIP Venture Associates-B, BCIP Venture Associates II, LP, BCIP Venture Associates II-B, LP, Bain Capital Venture Fund 2012, L.P., Bain Capital Venture Fund 2014, L.P. and Bain Capital Venture Coinvestment Fund, L.P. (collectively, the "Bain Venture Entities).
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(5)
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The governance, investment strategy and decision-making process with respect to the investments held by the Bain Venture Entities is directed by the Executive Committee of Bain Capital Venture Investors, LLC ("BCVI"). Mr. Salem is a Managing Director of BCVI. By virtue of the relationships described in this footnote, Mr. Salem may be deemed to share voting and dispositive power with respect to all of the shares of redeemable convertible preferred stock held by the Bain Venture Entities. Mr. Salem disclaims beneficial ownership except to the extent of his pecuniary interest therein.
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(6)
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Represents shares of redeemable convertible preferred stock held directly by NPI Capital, LLC. Mr. Salem is the managing member of NPI Capital, LLC.
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