SEC Filing | Zoom Video Communications, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

SC US (TTGP), LTD.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2019

3. Issuer Name and Ticker or Trading Symbol
Zoom Video Communications, Inc. [ ZM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	6,599,952	⁽¹⁾	I	Sequoia Capital Global Growth Fund II, L.P.⁽³⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	81,812	⁽¹⁾	I	Sequoia Capital Global Growth II Principals Fund, L.P.⁽³⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	18,820,532	⁽¹⁾	I	Sequoia Capital U.S. Growth Fund VII, LP⁽⁴⁾
Series D Convertible Preferred Stock	⁽¹⁾	⁽¹⁾	Class B Common Stock⁽²⁾	1,224,768	⁽¹⁾	I	Sequoia Capital U.S. Growth VII Principals Fund, LP⁽⁴⁾
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	22,704	⁽²⁾	I	Sequoia Capital Global Growth Fund II, L.P.⁽³⁾
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	280	⁽²⁾	I	Sequoia Capital Global Growth II Principals Fund, L.P.⁽³⁾
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	104,706	⁽²⁾	I	Sequoia Capital U.S. Growth Fund V, LP⁽⁵⁾
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	64,740	⁽²⁾	I	Sequoia Capital U.S. Growth Fund VII, LP⁽⁴⁾
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock⁽²⁾	4,212	⁽²⁾	I	Sequoia Capital U.S. Growth VII Principals Fund, LP⁽⁴⁾
Series A Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class B Common Stock⁽²⁾	49,388	⁽⁶⁾	I	Sequoia Capital Global Growth Fund II, L.P.⁽³⁾
Series A Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class B Common Stock⁽²⁾	612	⁽⁶⁾	I	Sequoia Capital Global Growth II Principals Fund, L.P.⁽³⁾
Series A Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class B Common Stock⁽²⁾	89,832	⁽⁶⁾	I	Sequoia Capital U.S. Growth Fund V, LP⁽⁵⁾
Series A Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class B Common Stock⁽²⁾	517,371	⁽⁶⁾	I	Sequoia Capital U.S. Growth Fund VII, LP⁽⁴⁾
Series A Convertible Preferred Stock	⁽⁶⁾	⁽⁶⁾	Class B Common Stock⁽²⁾	33,667	⁽⁶⁾	I	Sequoia Capital U.S. Growth VII Principals Fund, LP⁽⁴⁾

1. Name and Address of Reporting Person^*

SC US (TTGP), LTD.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SC Global Growth II Management, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL GLOBAL GROWTH FUND II, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL GLOBAL GROWTH II PRINCIPALS FUND, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SCGF V Management, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH FUND V, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD

SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SC U.S. Growth VII Management, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH FUND VII, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL U.S. GROWTH VII PRINCIPALS FUND, L.P.

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Explanation of Responses:

1. The Series D Convertible Preferred Stock is convertible into Class B Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Convertible Preferred Stock will be automatically converted into shares of Class B Common Stock.

2. Each share of Class B Common Stock is convertible at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Following the closing of the Issuer's IPO, each share of Class B Common Stock held by the Reporting Person will convert automatically into one share of Class A Common Stock upon (a) other than Eric S. Yuan, the death of the Reporting Person, or (b) any transfer by the Reporting Person except certain "Permitted Transfers" described in the Issuer's certificate of incorporation. Following the closing of the IPO, all outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) six months following the death or incapacity of Mr. Yuan, (ii) six months following the date that Mr. Yuan ceases providing services to the Issuer, (iii) the date specified by the holders of a majority of the shares of Class B Common Stock, and (iv) the 15-year anniversary of the closing of the IPO.

3. SC US (TTGP), Ltd. is the general partner of SC Global Growth II Management, L.P., which is the general partner of each of Sequoia Capital Global Growth Fund II, L.P. and Sequoia Capital Global Growth II Principals Fund, L.P. or collectively, the SC GGFII Funds. As a result, SC US (TTGP), Ltd. and SC Global Growth II Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC GGFII Funds. Each of SC US (TTGP), Ltd. and SC Global Growth II Management, L.P. disclaims beneficial ownership of the securities held by the SC GGFII Funds except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

4. SC US (TTGP), Ltd. is the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VII, LP and Sequoia Capital U.S. Growth VII Principals Fund, LP or collectively, the SC US GFVII Funds. As a result, SC US (TTGP), Ltd. and SC U.S. Growth VII Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC US GFVII Funds. Each of SC US (TTGP), Ltd. and SC U.S. Growth VII Management, L.P. disclaims beneficial ownership of the securities held by the SC US GFVII Funds except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

5. SC US (TTGP), Ltd. is the general partner of SCGF V Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund V, LP. As a result, SC US (TTGP), Ltd. and SCGF V Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital U.S. Growth Fund V, LP. Each of SC US (TTGP), Ltd. and SCGF V Management, L.P. disclaims beneficial ownership of the securities held by Sequoia Capital U.S. Growth Fund V, LP. except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

6. The Series A Convertible Preferred Stock is convertible into Class B Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series A Convertible Preferred Stock will be automatically converted into shares of Class B Common Stock.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC Global Growth II Management, L.P.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC Global Growth II Management, L.P., the general partner of Sequoia Capital Global Growth Fund II, L.P.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC Global Growth II Management, L.P., the general partner of Sequoia Capital Global Growth II Principals Fund, L.P.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SCGF V Management, L.P.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SCGF V Management, L.P., the general partner of Sequoia Capital U.S. Growth Fund V, LP	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Growth VII Management, L.P.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Growth VII Management, L.P., the general partner of Sequoia Capital U.S. Growth Fund VII, LP.	04/17/2019
	/s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd., the general partner of SC U.S. Growth VII Management, L.P., the general partner of Sequoia Capital U.S. Growth VII Principals Fund, LP.	04/17/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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LIMITED POWER OF ATTORNEY
                         FOR CERTAIN FILINGS WITH THE
                       SECURITIES AND EXCHANGE COMMISSION

      Know all by these presents that the undersigned hereby constitutes and
appoints each of Chris Cooper, Marie Klemchuk and Jung Yeon Son the
undersigned's true and lawful attorney-in-fact to:

      (1)   Execute for and on behalf of the undersigned, in the undersigned's
            capacity as an officer, director and/or stockholder of any entity
            affiliated with Sequoia Capital Operations, LLC or any corporation
            or other person in which an investment fund affiliated with Sequoia
            Capital Operations, LLC makes an investment (each, a "Company"),
            Forms 3, 4, and 5 and amendments thereto in accordance with Section
            16(a) of the Securities Exchange Act of 1934, as amended (the "1934
            Act"), and the rules thereunder, as well as any reports on
            Schedules 13D or 13G or Forms 13F or 13H and amendments thereto in
            each case in accordance with Section 13 of the 1934 Act and the
            rules thereunder or any Forms 144 in accordance with Rule 144 under
            the Securities Act of 1933, as amended (the "1933 Act");

      (2)   Do and perform any and all acts for and on behalf of the undersigned
            which may be necessary or desirable to complete and execute any such
            Form 3, 4, or 5, Schedule 13D, Schedule 13G, Form 13F, Form 13H or
            Form 144 or amendment thereto and timely file such form with the
            United States Securities and Exchange Commission (the "SEC") and any
            stock exchange or similar authority; and

      (3)   Take any other action of any type whatsoever which, in the opinion
            of such attorney-in-fact, may be necessary or desirable in
            connection with the foregoing authority, it being understood that
            the documents executed by such attorney-in-fact on behalf of the
            undersigned pursuant to this Limited Power of Attorney shall be in
            such form and shall contain such terms and conditions as such
            attorney-in-fact may approve.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever required,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that each such attorney-in-fact, or any such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted.  The undersigned acknowledges that the foregoing attorneys-in-
fact, in serving in such capacity at the request of the undersigned, are not
assuming, nor is any Company assuming, any of the undersigned's responsibilities
to comply with Section 13 or Section 16 of the 1934 Act or Rule 144 under the
1933 Act.

      This Limited Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.  This Limited Power of Attorney may be filed with the SEC as
a confirming statement of the authority granted herein.

                               [Signature Page Follows]


      IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed as of April 24, 2017.


By: /s/ Douglas Leone
    -----------------------------
    Douglas Leone