In addition to the compensation arrangements, including employment, termination of employment and change in control arrangements, discussed in the sections “Executive Compensation” and “Director Compensation,” the following are certain transactions, arrangements and relationships with our directors, executive officers and stockholders owning 5% or more of our outstanding common stock.
Initial Public Offering
On February 10, 2020, in connection with our initial public offering, we issued and sold 1,683,332 shares of our common stock to related persons at a price of $12.00 per share. The following table summarizes purchases of our common stock by such persons:
New Enterprise Associates 14, L.P.1
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1,250,000
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15,000,000
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IVP Entities2
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416,666
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4,999,992
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Jack Lazar3
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16,666
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199,992
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1
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Entities affiliated with NEA currently hold more than 5% of our outstanding common stock. Anthony Florence, a member of our Board of Directors, is a General Partner of NEA.
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2
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IVP Entities currently hold more than 5% of our outstanding common stock.
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3
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Jack Lazar is a member of our Board of Directors.
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Investors' Rights Agreement
We are party to an Amended and Restated Investors’ Rights Agreement, or IRA, dated as of February 4, 2019, which provides, among other things, that certain holders of our capital stock, including entities affiliated with Red Cart Ventures LLC, IVP, NEA, Norwest, DTR LLC, and Lerer Hippeau Ventures have the right to demand that we file a registration statement or request that their shares of our capital stock be covered by a registration statement that we are otherwise filing. Anthony Florence, Dani Reiss, and Benjamin Lerer, members of our Board of Directors, are affiliated with NEA, DTR LLC, and Lerer Hippeau Ventures, respectively. Philip Krim, Neil Parikh, two of our executive officers and members of our Board of Directors, and Jeffrey Chapin, a former executive officers, and certain entities affiliated with them are also party to the IRA.
Pursuant to certain of our equity compensation plans and certain agreements with our stockholders, including an amended and restated right of first refusal and co-sale agreement, dated as of February 4, 2019, we or our assignees had a right to purchase shares of our capital stock which stockholders propose to sell to other parties. This right terminated upon completion of our initial public offering. Philip Krim, our Chief Executive Officer and Chairman of the Board of Directors, Neil Parikh, a member of our Board of Directors, and Jeffrey Chapin, a former executive officer, and certain entities affiliated with them were party to the right of first refusal and co-sale agreement. Entities affiliated with Red Cart Ventures LLC, IVP, NEA, Norwest, DTR LLC and Lerer Hippeau Ventures were also party to the right of first refusal and co-sale agreement. Anthony Florence, Dani Reiss, and Benjamin Lerer, members of our Board of Directors, are affiliated with NEA, DTR LLC and Lerer Hippeau Ventures, respectively.
We were party to an amended and restated voting agreement, dated as of February 4, 2019, under which certain holders of our capital stock, including entities affiliated with Red Cart Ventures LLC, IVP, NEA, Norwest, DTR LLC, and Lerer Hippeau Ventures agreed to vote their shares of our capital stock on certain matters, including with respect to the election of directors. Anthony Florence, Dani Reiss, and Benjamin Lerer, members of our Board of Directors, are affiliated with NEA, DTR LLC, and Lerer Hippeau Ventures, respectively. Philip Krim, our Chief Executive Officer and Chairman of the Board of Directors, Neil Parikh, a member of our Board of