Summit Investors Ge Ix/vc Iv Form 3 Initial statement of insider ownership

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^*

Summit Partners Growth Equity Fund IX-A, L.P.

(Last)

(First)

(Middle)

SUMMIT PARTNERS, 222 BERKELEY ST FL 18

(Street)

BOSTON

02116

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/10/2021

3. Issuer Name and Ticker or Trading Symbol
LifeStance Health Group, Inc. [ LFST ]

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)
Common Stock	48,244,251⁽¹⁾	D⁽²⁾⁽³⁾

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)

1. Name and Address of Reporting Person^*

Summit Partners Growth Equity Fund IX-A, L.P.

(Last)

(First)

(Middle)

SUMMIT PARTNERS, 222 BERKELEY ST FL 18

(Street)

BOSTON

02116

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Summit Partners Growth Equity Fund IX-B, L.P.

(Last)

(First)

(Middle)

SUMMIT PARTNERS, 222 BERKELEY ST FL 18

(Street)

BOSTON

02116

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SUMMIT INVESTORS GE IX/VC IV (UK), L.P.

(Last)

(First)

(Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON

02116

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SUMMIT INVESTORS GE IX/VC IV, LLC

(Last)

(First)

(Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON

02116

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Summit Partners Entrepreneur Advisors Fund II, L.P.

(Last)

(First)

(Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON

02116

(City)

(State)

(Zip)

Explanation of Responses:

1. Represents 29,542,786 shares held by Summit Partners Growth Equity Fund IX-A, L.P., 18,446,106 shares held by Summit Partners Growth Equity Fund IX-B, L.P., 206,219 shares held by Summit Investors GE IX/VC IV, LLC, 27,568 shares held by Summit Partners Entrepreneur Advisors Fund II, L.P., and 21,572 shares held by Summit Investors GE IX/VC IV (UK), LP.

2. Summit Partners, L.P. is the managing member of Summit Partners GE IX, LLC, which is general partner of Summit Partners GE IX, LP, which is the general partner of Summit Partners Growth Equity Fund IX-A, L.P. and Summit Partners Growth Equity Fund IX-B, L.P. Summit Master Company, LLC is (i) the sole member of Summit Partners Entrepreneur Advisors GP II, LLC, which is the general partner of Summit Partners Entrepreneur Advisors Fund II, L.P. and (ii) the general partner of Summit Partners L.P., which is the manager of Summit Investors Management, LLC, which is the manager of Summit Investors GE IX/VC IV, LLC, and the general partner of Summit Investors GE IX/VC IV (UK), L.P.

3. Summit Master Company, LLC, as the sole member of Summit Partners Entrepreneur Advisors GP II, LLC and the managing member of Summit Investors Management, LLC, has delegated investment decisions, including voting and dispositive power, to Summit Partners, L.P. and its investment committee responsible for voting and investment decisions with respect to the Issuer. Summit Partners, L.P., through a three-person investment committee, currently composed of Peter Y. Chung, Mark A. deLaar and Craig D. Frances, has voting and dispositive authority over the shares held by each of these entities and therefore beneficially owns such shares. Each of the Summit Funds, Mr. Chung, Mr. deLaar and Dr. Frances disclaim disclaims beneficial ownership of the shares, except, in each case, to the extent of such person's or entity's pecuniary interest therein.

	Summit Partners Growth Equity Fund IX-A, L.P., by Summit Partners GE IX, L.P., its GP, by Summit Partners GE IX, LLC, its GP, by Summit Partners, L.P., its Manager, by Summit Master Company, LLC, its GP, by /s/ Robin W. Devereux, Member	06/10/2021
	Summit Partners Growth Equity Fund IX-B, L.P., by Summit Partners GE IX, L.P., its GP, by Summit Partners GE IX, LLC, its GP, by Summit Partners, L.P., its Manager, by Summit Master Company, LLC, its GP, by /s/ Robin W. Devereux, Member	06/10/2021
	Summit Investors GEIX/VC IV (UK), L.P., by Summit Investors Management, LLC, its General Partner, by Summit Master Company, LLC, its Managing Member, by Robin W. Devereux, Member	06/10/2021
	Summit Investors GEIX/VC IV, LLC, by Summit Investors Management, LLC, its Manager, by Summit Master Company, LLC, its Managing Member, by Robin W. Devereux, Member	06/10/2021
	Summit Partners Entrepreneur Advisors Fund II, L.P., by Summit Partners Entrepreneur Advisors GP II, LLC, its General Partner, by Robin W. Devereux, Member	06/10/2021
	** Signature of Reporting Person	Date
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Summit Investors Ge Ix/vc Iv Form 3Initial statement of insider ownership