Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 14 2024 - 4:01PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
(Rule 13d-102) |
|
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1 (b), (c) AND
(d)
AND AMENDMENTS THERETO FILED PURSUANT TO
13d-2 (b) |
(Amendment
No. 1)* |
|
LegalZoom.com, Inc. |
(Name
of Issuer) |
|
Common
Stock, par value $0.001 per share |
(Title
of Class of Securities) |
|
52466B103 |
(CUSIP
Number) |
|
December 31,
2023 |
(Date
of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
*The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
(Continued on following pages)
Page of 1 of 12
Exhibit Index on Page 12
CUSIP
# 52466B103 |
|
Page 2
of 12 |
1 |
NAMES
OF REPORTING PERSONS
Technology Crossover Management IX, Ltd. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
16,396,313 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
16,396,313 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,396,313 shares of Common Stock (A) |
|
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.7% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 3
of 12 |
1 |
NAMES
OF REPORTING PERSONS
Technology Crossover Management IX, L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
15,499,205 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
15,499,205 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,499,205 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.2% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 4
of 12 |
1 |
NAMES
OF REPORTING PERSONS
TCV IX, L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
11,604,930 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
11,604,930 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,604,930 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.2% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 5
of 12 |
1 |
NAMES
OF REPORTING PERSONS
TCV IX (A), L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
1,714,832 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
1,714,832 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,714,832 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.9% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 6
of 12 |
1 |
NAMES
OF REPORTING PERSONS
TCV IX (A) Opportunities, L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
1,559,654 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
1,559,654 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,559,654 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.8% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 7
of 12 |
1 |
NAMES
OF REPORTING PERSONS
TCV IX (B), L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
619,789 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
619,789 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
619,789 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.3% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 8
of 12 |
1 |
NAMES
OF REPORTING PERSONS
TCV Member Fund, L.P. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
¨ (b) x
|
3 |
SEC
USE ONLY
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5 |
SOLE
VOTING POWER
897,108 shares of Common Stock (A) |
6 |
SHARED
VOTING POWER
-0- shares of Common Stock |
7 |
SOLE
DISPOSITIVE POWER
897,108 shares of Common Stock (A) |
8 |
SHARED
DISPOSITIVE POWER
-0- shares of Common Stock |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
897,108 shares of Common Stock (A) |
10 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.5% (A) |
12 |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
|
|
|
|
(A) Please see Item 4.
CUSIP
# 52466B103 |
|
Page 9
of 12 |
LegalZoom.com, Inc. (the “Issuer”)
Item 1(b). | Address of Issuer’s Principal
Executive Offices |
101 North Brand Boulevard, 11th Floor
Glendale, California 91203
Item 2(a). | Name
of Persons Filing |
This statement is being filed by (1) Technology Crossover
Management IX, Ltd., a Cayman Islands exempted company (“Management IX”), (2) Technology Crossover Management IX,
L.P, a Cayman Islands exempted limited partnership (“TCM IX”), (3) TCV IX, L.P., a Cayman Islands exempted limited partnership
(“TCV IX”), (4) TCV IX (A), L.P., a Cayman Islands exempted limited partnership (“TCV IX (A)”), (5) TCV
IX (A) Opportunities, L.P., a Cayman Islands exempted limited partnership (“TCV IX (A) Opportunities”), (6) TCV
IX (B), L.P., a Cayman Islands exempted limited partnership (“TCV IX (B)”), and (7) TCV Member Fund, L.P., a Cayman
Islands exempted limited partnership (“Member Fund”). The foregoing entities are collectively referred to herein as the “Reporting
Persons.”
Item 2(b). | Address
of Principal Business Office |
The mailing address for each of the Reporting Persons is:
c/o TCV
250 Middlefield Road
Menlo Park, California 94025
Management IX is a Cayman Islands exempted company. Each of
TCM IX, TCV IX, TCV IX (A), TCV IX (A) Opportunities, TCV IX (B) and Member Fund is a Cayman Islands exempted limited partnership.
| Item 2(d) and
2(e). | Title of Class of
Securities and CUSIP Number |
Common Stock, par value $0.001 per share (“Common Stock”)
CUSIP Number: 52466B103
CUSIP
# 52466B103 |
|
Page 10
of 12 |
The responses of the Reporting Persons to Rows (5) through (9) and
(11) of the cover pages of this Schedule 13G as of December 31, 2023 are incorporated herein by reference.
The information with respect to the percentage of Common Stock beneficially
owned by each Reporting Person is based on 187,934,053 shares of Common Stock outstanding as of November 2, 2023, as reported in
the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on November 7, 2023.
Each of TCV IX, TCV IX (A), TCV IX (A) Opportunities, TCV IX
(B) and Member Fund (collectively, the “TCV Entities”) has the sole power to dispose or direct the disposition of the
shares of Common Stock that it holds directly and has the sole power to vote or direct the vote of such shares.
Management IX, as the ultimate general partner of the TCV Entities,
may be deemed to have the sole power to dispose or direct the disposition of the shares held by the TCV Entities and have the sole power
to direct the vote of such shares of Common Stock. TCM IX, as the direct general partner of TCV IX, TCV IX (A), TCV IX (A) Opportunities
and TCV IX (B) (collectively, the “TCV IX Funds”), may also be deemed to have sole power to dispose or direct the disposition
of the shares of Common Stock held by the TCV IX Funds and have the sole power to direct the vote of such shares of Common Stock. Each
of Management IX and TCM IX disclaims beneficial ownership of the shares of Common Stock owned by the TCV Entities, except to the extent
of their respective pecuniary interest therein.
The Reporting Persons may be deemed to be acting as a group in relation
to their respective holdings in the Issuer but do not affirm the existence of any such group.
Except as set forth in this Item 4, each of the Reporting Persons
disclaims beneficial ownership of any shares of Common Stock owned beneficially or of record by any other Reporting Person.
Item 5. | Ownership of Five Percent or Less of
a Class |
Not applicable.
Item 6. | Ownership of More than Five Percent
on Behalf of Another Person |
Not applicable.
Item 7. | Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or
Control Person |
Not applicable.
Item 8. | Identification and Classification of
Members of the Group |
See Item 4 above.
Item 9. | Notice of Dissolution of Group |
Not applicable.
Not applicable.
CUSIP
# 52466B103 |
|
Page 11
of 12 |
SIGNATURES
After reasonable inquiry and to the best of our
knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
Dated: February 14, 2024
|
Technology
Crossover Management IX, Ltd. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
Technology Crossover
Management IX, L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
TCV IX, L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
TCV
IX (A), L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
TCV
IX (A) opportunities, L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
TCV
iX (B), L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
|
TCV
Member Fund, L.P. |
|
|
|
|
By: |
/s/
Frederic D. Fenton |
|
Name: |
Frederic D. Fenton |
|
Its: |
Authorized Signatory |
CUSIP
# 52466B103 |
|
Page 12
of 12 |
EXHIBIT
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