Sequoia Capital Franchise Partners Form 4 Elevate Credit / CAPITAL GROWTH FUND SEQUOIA III ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SCGF III MANAGEMENT LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Elevate Credit, Inc. [ ELVT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2020

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/17/2020		S		91,465	D	$1.345⁽¹⁾	3,010,570	I	By Sequoia Capital Growth Fund III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/20/2020		S		56,517	D	$1.298⁽²⁾	2,954,053	I	By Sequoia Capital Growth Fund III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/21/2020		S		36,224	D	$1.192⁽³⁾	2,917,829	I	By Sequoia Capital Growth Fund III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/17/2020		S		16,109	D	$1.345⁽¹⁾	530,238	I	By Sequoia Capital IX, L.P.⁽⁵⁾⁽⁷⁾
Common Stock	04/20/2020		S		9,954	D	$1.298⁽²⁾	520,284	I	By Sequoia Capital IX, L.P.⁽⁵⁾⁽⁷⁾
Common Stock	04/21/2020		S		6,380	D	$1.192⁽³⁾	513,904	I	By Sequoia Capital IX, L.P.⁽⁵⁾⁽⁷⁾
Common Stock	04/17/2020		S		15,358	D	$1.345⁽¹⁾	505,495	I	By Sequoia Capital Franchise Fund, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/20/2020		S		9,490	D	$1.298⁽²⁾	496,005	I	By Sequoia Capital Franchise Fund, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/21/2020		S		6,082	D	$1.192⁽³⁾	489,923	I	By Sequoia Capital Franchise Fund, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/17/2020		S		4,479	D	$1.345⁽¹⁾	147,444	I	By Sequoia Capital Growth III Principals Fund, LLC⁽⁴⁾⁽⁷⁾
Common Stock	04/20/2020		S		2,768	D	$1.298⁽²⁾	144,676	I	By Sequoia Capital Growth III Principals Fund, LLC⁽⁴⁾⁽⁷⁾
Common Stock	04/21/2020		S		1,774	D	$1.192⁽³⁾	142,902	I	By Sequoia Capital Growth III Principals Fund, LLC⁽⁴⁾⁽⁷⁾
Common Stock	04/17/2020		S		2,094	D	$1.345⁽¹⁾	68,921	I	By Sequoia Capital Franchise Partners, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/20/2020		S		1,294	D	$1.298⁽²⁾	67,627	I	By Sequoia Capital Franchise Partners, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/21/2020		S		829	D	$1.192⁽³⁾	66,798	I	By Sequoia Capital Franchise Partners, L.P.⁽⁶⁾⁽⁷⁾
Common Stock	04/17/2020		S		1,008	D	$1.345⁽¹⁾	33,187	I	By Sequoia Capital Growth Partners III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/20/2020		S		623	D	$1.298⁽²⁾	32,564	I	By Sequoia Capital Growth Partners III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/21/2020		S		399	D	$1.192⁽³⁾	32,165	I	By Sequoia Capital Growth Partners III, L.P.⁽⁴⁾⁽⁷⁾
Common Stock	04/17/2020		S		671	D	$1.345⁽¹⁾	22,091	I	By Sequoia Capital Entrepreneurs Annex Fund, L.P.⁽⁵⁾⁽⁷⁾
Common Stock	04/20/2020		S		415	D	$1.298⁽²⁾	21,676	I	By Sequoia Capital Entrepreneurs Annex Fund, L.P.⁽⁵⁾⁽⁷⁾
Common Stock	04/21/2020		S		266	D	$1.192⁽³⁾	21,410	I	By Sequoia Capital Entrepreneurs Annex Fund, L.P.⁽⁵⁾⁽⁷⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

SCGF III MANAGEMENT LLC

(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 GROWTH FUND III

(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 ENTERPRENEURS ANNEX FUND

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MORITZ MICHAEL J

(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 FRANCHISE PARTNERS LP

(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 FRANCHISE FUND LP

(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 IX

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LEONE DOUGLAS M

(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 GROWTH III PRINCIPALS FUND

(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 GROWTH PARTNERS III

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.32 to $1.40, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.23 to $1.41, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.15 to $1.33, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.

4. SCGF III Management, LLC is the general partner of each of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P., and is the managing member of Sequoia Capital Growth III Principals Fund, LLC. As a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Partners III, L.P., Sequoia Capital Growth Fund III, L.P. and Sequoia Capital Growth III Principals Fund, LLC.

5. SC IX.I Management, LLC is the general partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P. As a result, SC IX.I Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P.

6. SCFF Management, LLC is the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. The managing members of SCFF Management, LLC are Douglas M. Leone and Michael J. Moritz. SCFF Management, LLC and each of the managing members of SCFF Management, LLC may be deemed to share beneficial ownership of the shares held by the Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. As a result, SCFF Management, LLC and each of the managing members of SCFF Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P.

7. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or 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.

Remarks:

Form 1 of 2

	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P.	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the managing member of Sequoia Capital Growth III Principals Fund, LLC	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the general partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P.	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Michael J. Moritz	04/21/2020
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P.	04/21/2020
	** 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 4 (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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Sequoia Capital Franchise Partners Form 4Elevate Credit / CAPITAL GROWTH FUND SEQUOIA III ownership change