Form 4 - Statement of changes in beneficial ownership of securities

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Altos Ventures IV, L.P.

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Roblox Corp [ RBLX ]

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)
02/09/2024

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	02/09/2024		J⁽¹⁾		960,548	D	$0	8,644,933	I	See Footnotes⁽²⁾⁽³⁾⁽⁴⁾
Class A Common Stock	02/09/2024		J⁽⁵⁾		1,732,406	D	$0	15,591,659	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾
Class A Common Stock	02/09/2024		J⁽⁶⁾		37,576	D	$0	338,188	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁷⁾
Class A Common Stock	02/09/2024		J⁽⁸⁾		1,153,522	D	$0	10,381,705	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁹⁾
Class A Common Stock	02/09/2024		J⁽¹⁰⁾		161,350	D	$0	1,452,156	I	See Footnotes⁽³⁾⁽⁴⁾⁽¹¹⁾
Class A Common Stock	02/09/2024		J⁽¹²⁾		803,374	D	$0	7,230,368	I	See Footnotes⁽³⁾⁽⁴⁾⁽¹³⁾
Class A Common Stock	02/09/2024		J⁽¹⁴⁾		43,154	A	$0	178,852	I	See Footnotes⁽¹⁵⁾

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^*

Altos Ventures IV, L.P.

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Ventures IV Liquidity Fund, L.P.

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Ventures IV Reserve Fund, L.P.

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Roblox SPV 1, LLC

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Roblox SPV 2, LLC

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Ventures Management, Inc.

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Altos Roblox SPV 2020, LLC

(Last)

(First)

(Middle)

C/O ROBLOX CORPORATION

970 PARK PLACE

(Street)

SAN MATEO

94403

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents a pro-rata in kind distribution of the Issuer's Class A Common Stock by Altos Ventures IV, L.P. to its partners

2. These shares are held directly by Altos Ventures IV, L.P.

3. The general partner of Altos Ventures IV, L.P. is Altos Management Partners IV, LLC; the general partner of Altos Ventures IV Liquidity Fund, L.P. and Altos Ventures IV Reserve Fund, L.P. is Altos IV LR GP, LLC; the manager of Altos Roblox SPV 1, LLC and Altos Roblox SPV 2, LLC is Altos Roblox Management Partners, LLC; and the manager of Altos Roblox SPV 2020, LLC is Altos Roblox Management Partners, LLC (collectively, the "General Partners").

4. The Managing Directors or Managing Members of the General Partners and the Managers of the Altos Funds are Anthony P. Lee, Han Kim and Hodong Nam who exercise investment and voting control over the shares held by the Altos Funds. Anthony P. Lee is a director of the Issuer and files separate Section 16 reports. Han Kim and Hodong Nam disclaim beneficial ownership of the shares held by the Altos Funds except to the extent of their respective pecuniary interest therein, if any.

5. Represents a pro-rata in kind distribution of shares of the Issuer's Class A Common Stock by Altos Ventures IV Liquidity Fund, L.P. to its partners.

6. Represents a pro-rata in kind distribution of shares of the Issuer's Class A Common Stock by Altos Ventures IV Reserve Fund, L.P. to its partners.

7. These shares are held directly by Altos Ventures IV Reserve Fund, L.P.

8. Represents a pro-rata in kind distribution of shares of the Issuer's Class A Common Stock by Altos Roblox SPV 1, LLC.

9. These shares are held directly by Altos Roblox SPV 1, LLC.

10. Represents a pro-rata in kind distribution of shares of the Issuer's Class A Common Stock by Altos Roblox SPV 2, LLC.

11. These shares are held directly by Altos Roblox SPV 2, LLC.

12. Represents a pro-rata in kind distribution by Altos Roblox SPV 2020, LLC to its partners.

13. These shares are held directly by Altos Roblox SPV 2020, LLC.

14. Represents 23,072 shares acquired in a pro-rata in kind distribution of the Issuer's Class A Common Stock by Altos Roblox SPV 1, LLC.

15. These shares are held directly by Altos Ventures Management, Inc. (AVMI). The members of the board of directors of AVMI are Anthony P. Lee, Hodong Nam and Han Kim, who exercise voting and investment control over the shares. Each member of the Board of Directors of AVMI disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein.

Remarks:

This Form 4 is the first of two Forms 4 filed by the Reporting Persons relating to the same events. The Form 4 has been split into two filings in order to include all Reporting Persons.

	Anthony P. Lee, managing director of Altos IV LR GP, LLC, general partner of Altos Ventures IV Reserve Fund, L.P.	02/11/2024
	Anthony P. Lee, managing director of Altos IV LR GP, LLC., general partner of Altos Ventures IV Liquidity Fund, L.P.	02/11/2024
	Anthony P. Lee, authorized signatory for Altos Ventures Management, Inc.	02/11/2024
	Anthony P. Lee, managing director of Altos Management Partners, LLC, general partner of Altos Ventures IV, L.P.	02/11/2024
	Anthony P. Lee, managing director of Altos Roblox Management Partners, LLC, manager of Altos Roblox SPV 2, LLC	02/11/2024
	Anthony P. Lee, managing director of Altos Roblox Management Partners, LLC, manager of Altos Roblox SPV 1, LLC	02/11/2024
	Anthony P. Lee, managing director of Altos Roblox 2020 Management Partners, LLC, manager of Altos Roblox SPV 2020, LLC	02/11/2024
	** 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).
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