Index Ventures VI Form 4 Robinhood Markets / (Jersey) SLP Yucca 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^*

Index Ventures VI (Jersey) LP

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Robinhood Markets, Inc. [ HOOD ]

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)
08/05/2022

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)
Class A Common Stock	08/05/2022		J⁽¹⁾		7,002,208	D	$0.00⁽¹⁾	63,019,872	D⁽²⁾
Class A Common Stock	08/05/2022		J⁽³⁾		141,348	D	$0.00⁽³⁾	1,272,032	I	By Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P.⁽⁴⁾
Class A Common Stock	08/05/2022		J⁽¹⁾⁽³⁾		1,785,889	D	$0.00⁽¹⁾⁽³⁾	0	I	By Index Venture Associates VI Limited⁽⁵⁾
Class A Common Stock	08/05/2022		J⁽⁶⁾		1,029,652	D	$0.00⁽⁶⁾	9,266,868	I	By Index Ventures Growth III (Jersey) L.P. (Jersey) L.P.⁽⁷⁾
Class A Common Stock	08/05/2022		J⁽⁶⁾		253,835	D	$0.00⁽⁶⁾	3,578	I	By Index Venture Growth Associates III Limited⁽⁸⁾
Class A Common Stock	08/05/2022		S		3,578	D	$10.5216⁽⁹⁾	0	I	By Index Venture Growth Associates III Limited⁽⁸⁾
Class A Common Stock	08/05/2022		J⁽¹⁰⁾		70,207	D	$0.00⁽¹⁰⁾	1,048,797	I	By Yucca (Jersey) SLP⁽¹¹⁾
Class A Common Stock	08/05/2022		S		35,895	D	$10.5216⁽⁹⁾	1,012,902	I	By Yucca (Jersey) SLP⁽¹¹⁾
Class A Common Stock								1,874,816	I	By Index Ventures Growth V (Jersey) L.P.⁽¹²⁾

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^*

Index Ventures VI (Jersey) LP

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Venture Associates VI Ltd

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Ventures Growth III (Jersey), L.P.

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Index Venture Growth Associates III Ltd

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Yucca (Jersey) SLP

(Last)

(First)

(Middle)

5TH FLOOR, 44 ESPLANADE

(Street)

ST. HELIER

JE1 3FG

(City)

(State)

(Zip)

Explanation of Responses:

1. On August 5, 2022, Index Ventures VI (Jersey) L.P. ("Index VI") distributed in-kind, without consideration, 7,002,208 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Index Venture Associates VI Limited ("IVA VI"), in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On the same date, IVA VI distributed in-kind, without consideration, 1,750,552 shares of Class A Common Stock received in the Index VI distribution pro-rata to its shareholders, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

2. The securities are held by Index VI. IVA VI is the managing general partner of Index VI and disclaims Section 16 beneficial ownership of such shares except to the to the extent of its pecuniary interest therein, if any.

3. On August 5, 2022, Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P. ("Index VI Parallel") distributed in-kind, without consideration, 141,348 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, IVA VI, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act. On the same date, IVA VI distributed in-kind, without consideration, 35,337 shares of Class A Common Stock received in the Index VI Parallel distribution pro-rata to its shareholders, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

4. The securities are held by Index VI Parallel. IVA VI is the managing general partner of Index VI Parallel and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

5. The securities are held by IVA VI.

6. On August 5, 2022, Index Ventures Growth III (Jersey) L.P. ("Index Growth III") distributed in-kind, without consideration, 1,029,652 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Index Venture Growth Associates III Limited ("IVGA III"), in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act. On the same date, IVGA III distributed in-kind, without consideration, 253,835 shares of Class A Common Stock received in the Index Growth III distribution pro-rata to its shareholders, in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

7. The securities are held by Index Growth III. IVGA III is the managing general partner of Index Growth III and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

8. The securities are held by IVGA III.

9. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.28 - $10.60. The reporting persons undertake 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 range set forth in this footnote.

10. On August 5, 2022, Yucca (Jersey) SLP ("Yucca") distributed in-kind, without consideration, 70,207 shares of Class A Common Stock pro-rata to its partners in accordance with the exemptions afforded under Rule 16a-9(a) and Rule 16a-13 of the Exchange Act.

11. The securities are held by Yucca. Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Fund's investment in the issuer (in this case, Index VI, Index VI Parallel and Index Growth III). Each of IVA VI and IVGA III and disclaims Section 16 beneficial ownership of such shares except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by them for Section 16 or any other purpose.

12. The securities are held by Index Ventures Growth V (Jersey), L.P. ("Index Growth V"). Index Venture Growth Associates V Limited ("IVGA V") is the managing general partner of Index Growth V and disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any.

Remarks:

	Index Ventures VI (Jersey) L.P., By: Index Venture Associates VI Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Director	08/09/2022
	Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P., By: Index Venture Associates VI Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Director	08/09/2022
	Index Venture Associates VI Limited, By: /s/ Nigel Greenwood, Director	08/09/2022
	Index Ventures Growth III (Jersey), L.P., By: Index Venture Growth Associates III Limited, as Managing General Partner, By: /s/ Nigel Greenwood, Director	08/09/2022
	Index Venture Growth Associates III Limited, By: /s/ Nigel Greenwood, Director	08/09/2022
	Yucca (Jersey) SLP, By: Intertrust Employee Benefit Services Limited, as authorized signatory of Yucca (Jersey) SLP in its capacity as Administrator of the Index Co-Investment Scheme, By: /s/ Luke Aubert and /s/ Lucy Miller, Authorized Signatories	08/09/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Index Ventures VI Form 4Robinhood Markets / (Jersey) SLP Yucca ownership change