Amended Statement of Ownership (sc 13g/a)
February 14 2017 - 3:21PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Lifelock,
Inc.
(Name of Issuer)
COMMON STOCK, $0.001 PAR VALUE
(Title of Class of Securities)
53224V100
(CUSIP Number)
December 31, 2016
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
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*
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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.
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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
).
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CUSIP No. 53224V100
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13G
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Page
2
of 11 Pages
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1.
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NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Deer VI & Co. LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
5,540,485 *
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6.
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SHARED VOTING POWER
—0—
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7.
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SOLE DISPOSITIVE POWER
5,540,485 *
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8.
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SHARED DISPOSITIVE POWER
—0—
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,540,485 *
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
5.6%*
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12.
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
OO
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*
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The percentage of shares beneficially owned as set forth in row 11 above is based on 94,146,117 shares of Common Stock of the Issuer outstanding as of October 28, 2016, as reported in the Issuer’s Quarterly
Report on Form 10-Q filed on November 9, 2016 (the “Form 10-Q”).
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CUSIP No. 53224V100
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13G
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Page
3
of 11 Pages
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1.
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NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners Co-Investment L.P.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
1,355,764
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6.
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SHARED VOTING POWER
—0—
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7.
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SOLE DISPOSITIVE POWER
1,355,764
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8.
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SHARED DISPOSITIVE POWER
—0—
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,540,485 *
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
5.6%*
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12.
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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*
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The percentage of shares beneficially owned as set forth in row 11 above is based on 94,146,117 shares of Common Stock of the Issuer outstanding as of October 28, 2016, as reported in the Form 10-Q.
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CUSIP No. 53224V100
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13G
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Page
4
of 11 Pages
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1.
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NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners VI Institutional L.P.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
53,457
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6.
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SHARED VOTING POWER
—0—
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7.
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SOLE DISPOSITIVE POWER
53,457
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8.
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SHARED DISPOSITIVE POWER
—0—
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,540,485 *
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
5.6%*
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12.
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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*
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The percentage of shares beneficially owned as set forth in row 11 above is based on 94,146,117 shares of Common Stock of the Issuer outstanding as of October 28, 2016, as reported in the Form 10-Q.
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CUSIP No. 53224V100
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13G
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Page
5
of 11 Pages
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1.
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NAMES OF
REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bessemer Venture Partners VI L.P.
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
4,131,264
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6.
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SHARED VOTING POWER
—0—
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7.
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SOLE DISPOSITIVE POWER
4,131,264
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8.
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SHARED DISPOSITIVE POWER
—0—
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,540,485 *
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
5.6%*
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12.
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
PN
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*
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The percentage of shares beneficially owned as set forth in row 11 above is based on 94,146,117 shares of Common Stock of the Issuer outstanding as of October 28, 2016, as reported in the Form 10-Q.
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CUSIP No. 53224V100
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13G
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Page
6
of 11 Pages
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Item 1(a). Name of Issuer:
Lifelock, Inc. (the “Issuer”)
Item 1(b).
Address of Issuer’s Principal Executive Offices:
60 East Rio Salado Parkway, Suite 400, Tempe, Arizona 85281
Item 2(a). Name of Person Filing:
This statement is
being filed by the following persons with respect to certain shares (the “Shares”) of common stock (the “Common Stock”) of the Issuer. Bessemer Venture Partners Co-Investment L.P. (“BVP Co-Invest”), Bessemer Venture
Partners VI Institutional L.P. (“BVP VI Institutional”) and Bessemer Venture Partners VI L.P. (“BVP VI” and, collectively with BVP Co-Invest and BVP VI Institutional, the “Funds”) directly own shares of Common Stock.
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(a)
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Deer VI & Co. LLC (“Deer VI”), the sole general partner of each of the Funds;
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(b)
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BVP Co-Invest, which owns 1,355,764 Shares;
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(c)
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BVP VI Institutional, which owns 53,457 Shares; and
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(d)
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BVP VI, which owns 4,131,264 Shares.
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Deer VI, BVP Co-Invest, BVP VI Institutional and BVP VI are sometimes
individually referred to herein as a “Reporting Person” and collectively as the “Reporting Persons.”
Item 2(b). Address of
Principal Business Office or, if None, Residence:
The address of the principal business office of each of the Reporting Persons:
c/o Bessemer Venture Partners
1865 Palmer Avenue; Suite 104
Larchmont, NY 10583
Item 2(c). Citizenship:
Deer VI — Delaware
BVP Co-Invest — Delaware
BVP VI Institutional — Delaware
BVP VI — Delaware
Item 2(d). Title of Class of Securities:
Class A Common Stock, $0.001 par value
Item 2(e).
CUSIP Number:
53224V100
Item 3.
Not
Applicable.
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CUSIP No. 53224V100
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13G
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Page
7
of 11 Pages
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Item 4. Ownership.
The Reporting Persons hold shares of Common Stock.
For Deer VI:
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(a)
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Amount beneficially owned: 5,540,485 shares of Common Stock
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(b)
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Percent of class: 5.6%
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote: 5,540,485
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(ii)
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Shared power to vote or to direct the vote: —0—
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(iii)
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Sole power to dispose or to direct the disposition of: 5,540,485
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(iv)
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Shared power to dispose or to direct the disposition of: —0—
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(a)
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Amount beneficially owned: 5,540,485 shares of Common Stock
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(b)
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Percent of class: 5.6%
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote: 1,355,764
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(ii)
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Shared power to vote or to direct the vote: —0—
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(iii)
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Sole power to dispose or to direct the disposition of: 1,355,764
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(iv)
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Shared power to dispose or to direct the disposition of: —0—
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For
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BVP VI Institutional:
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(a)
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Amount beneficially owned: 5,540,485 shares of Common Stock
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(b)
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Percent of class: 5.6%
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote: 53,457
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(ii)
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Shared power to vote or to direct the vote: —0—
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(iii)
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Sole power to dispose or to direct the disposition of: 53,457
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CUSIP No. 53224V100
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13G
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Page
8
of 11 Pages
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(iv)
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Shared power to dispose or to direct the disposition of: —0—
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For BVP VI:
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(a)
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Amount beneficially owned: 5,540,485 shares of Common Stock
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(b)
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Percent of class: 5.6%
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote: 4,131,264
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(ii)
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Shared power to vote or to direct the vote: —0—
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(iii)
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Sole power to dispose or to direct the disposition of: 4,131,264
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(iv)
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Shared power to dispose or to direct the disposition of: —0—
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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.
As the general partner of the Funds, Deer VI may be deemed to beneficially own all 5,540,485 Shares held directly by the Funds and have the
power to direct the dividends from or the proceeds of the sale of such Shares
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Exhibit 1 sets forth information regarding the identity of members of a group. The Reporting Persons disclaim membership in a group and this report shall not
be deemed an admission by any of the Reporting Persons that they are or may be members of a “group” for purposes of Rule 13d-5 or for any other purpose.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10.
Certification
.
Not applicable.
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CUSIP No. 53224V100
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13G
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Page
9
of 11 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date:
February 14, 2017
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DEER VI & CO. LLC
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By:
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/s/ J. Edmund Colloton
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Name: J. Edmund Colloton
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Title: Executive Manager
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BESSEMER VENTURE PARTNERS CO-INVESTMENT L.P.
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By: Deer VI & Co. LLC, General Partner
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By:
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/s/ J. Edmund Colloton
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Name: J. Edmund Colloton
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Title: Executive Manager
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BESSEMER VENTURE PARTNERS VI INSTITUTIONAL L.P.
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By: Deer VI & Co. LLC, General Partner
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By:
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/s/ J. Edmund Colloton
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Name: J. Edmund Colloton
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Title: Executive Manager
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BESSEMER VENTURE PARTNERS VI L.P.
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By: Deer VI & Co. LLC, General Partner
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By:
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/s/ J. Edmund Colloton
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Name: J. Edmund Colloton
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Title: Executive Manager
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CUSIP No. 53224V100
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13G
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Page
10
of 11 Pages
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EXHIBIT INDEX
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Exhibit 1.
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List of Members of Group
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