Amended Statement of Ownership (sc 13g/a)
February 14 2023 - 6:34AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under
the Securities Exchange Act of 1934
(Amendment No. 1) *
Poshmark, Inc.
(Name of Issuer)
Class A
Common Stock of $0.0001 par value per share
(Title of Class of
Securities)
73739W 10 4
(CUSIP Number)
December 31,
2022
(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)
x Rule 13d-1(d)
* 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).
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons GGV
Capital V L.P. |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
Delaware, United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,214,052 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,214,052 shares
of Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,214,052 shares
of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
5.9% of shares of Class A Common Stock (4.1% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
PN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by GGV
Capital V L.P., GGV Capital V Entrepreneurs Fund L.P., GGV Capital V L.L.C., GGV Capital LLC, Jixun Foo, Glenn Solomon, Jenny Hong Wei
Lee, Jeffrey Gordon Richards and Hans Tung (collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim
status as a “group” for purposes of this Schedule 13G.
|
| (2) | The shares are held directly by GGV Capital V L.P. GGV Capital V L.L.C.
serves as the General Partner of GGV Capital V L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition
of the shares owned by GGV Capital V L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V
L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and may be deemed to have indirect
beneficial ownership of the shares held by GGV Capital V L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and
Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374
shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding as of November
1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities
and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
GGV Capital V Entrepreneurs Fund L.P. |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
Delaware, United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
117,956 shares of
Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
117,956 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
117,956 shares of
Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
0.2% of shares of Class A Common Stock (0.1% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
PN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | The shares are held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital
V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV
Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V Entrepreneurs Fund L.P.
and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon,
Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374
shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding as of November
1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities
and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
GGV Capital V L.L.C. |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
Delaware, United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,332,008 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,332,008 shares
of Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,332,008 shares
of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
OO |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.;
and (ii) 117,956 shares of Class A Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C.
serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C.
possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneur Fund
L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V
Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei
Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny
Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV
Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held
by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374
shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding as of November
1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities
and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
GGV Capital LLC |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
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
|
6. |
Shared Voting Power
2,083 shares of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
2,083 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
2,083 shares
of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
0.0% of shares of Class A Common Stock (0.0% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
OO |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | The shares are held directly by GGV Capital LLC.
Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital LLC As such,
Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition
of the shares owned by GGV Capital LLC and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital LLC.
Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.
|
| (3) | These beneficial ownership percentages are based on a total of 54,626,374
shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding as of November
1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities
and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
Jixun Foo |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
Singapore |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,334,091 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,334,091 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,334,091 shares of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
IN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.; (ii) 117,956 shares of Class A Common
Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 2,083 shares of Class A Common Stock held directly by GGV Capital
LLC. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital
V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital LLC and GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong
Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital
V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital LLC Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total
of 54,626,374 shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding
as of November 1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed
with the Securities and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
Glenn Solomon |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,334,091 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,334,091 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,334,091 shares of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
IN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.; (ii) 117,956 shares of Class A Common
Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 2,083 shares of Class A Common Stock held directly by GGV Capital
LLC. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital
V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital LLC and GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong
Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital
V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital LLC Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374 shares of the Issuer’s Class A Common Stock and 24,592,080
shares of the Issuer’s Class B Common Stock outstanding as of November 1, 2022, as set forth in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 10, 2022.
|
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
Jenny Hong Wei Lee |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
Singapore |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,334,091 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,334,091 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,334,091 shares
of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
IN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.; (ii) 117,956 shares of Class A Common
Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 2,083 shares of Class A Common Stock held directly by GGV Capital
LLC. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital
V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital LLC and GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong
Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital
V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital LLC Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374 shares of the Issuer’s Class A Common Stock and 24,592,080
shares of the Issuer’s Class B Common Stock outstanding as of November 1, 2022, as set forth in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
Jeffrey Gordon Richards |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,334,091 shares
of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,334,091 shares of
Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,334,091 shares
of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
IN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.; (ii) 117,956 shares of Class A Common
Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 2,083 shares of Class A Common Stock held directly by GGV Capital
LLC. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital
V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital LLC and GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong
Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital
V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital LLC Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374 shares of the Issuer’s Class A Common Stock and 24,592,080
shares of the Issuer’s Class B Common Stock outstanding as of November 1, 2022, as set forth in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 10, 2022.
|
CUSIP No. 73739W 10 4 |
13G |
|
1. |
Names of Reporting Persons
Hans Tung |
2. |
Check the Appropriate Box if a Member of a Group (see instructions)
|
|
|
(a) ¨ |
|
|
(b) x (1) |
|
3. |
SEC USE ONLY |
4. |
Citizenship or Place of Organization
United States of America |
Number of Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
|
6. |
Shared Voting Power
3,334,091 shares of Class A Common Stock (2) |
7. |
Sole Dispositive Power
|
8. |
Shared Dispositive Power
3,334,091 shares of Class A Common Stock (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
3,334,091 shares of Class A Common Stock (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
¨ |
11. |
Percent of Class Represented by Amount in Row 9
6.1% of shares of Class A Common Stock (4.2% of Total Common
Stock) (3) |
12. |
Type of Reporting Person (see instructions)
IN |
|
|
|
|
|
| (1) | This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group”
for purposes of this Schedule 13G. |
| (2) | Consists of (i) 3,214,052 shares of Class A Common Stock held directly by GGV Capital V L.P.; (ii) 117,956 shares of Class A Common
Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 2,083 shares of Class A Common Stock held directly by GGV Capital
LLC. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital
V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs
Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon
Richards and Hans Tung are Managing Directors of GGV Capital LLC and GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong
Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital
V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital LLC Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards
and Hans Tung own no securities of the Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374 shares of the Issuer’s Class A Common Stock and 24,592,080
shares of the Issuer’s Class B Common Stock outstanding as of November 1, 2022, as set forth in the Issuer’s Quarterly Report
on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities and Exchange Commission on November 10, 2022. |
CUSIP No. 73739W 10 4 |
13G |
|
Introductory
Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of the Class A
Common Stock of $0.0001 par value per share of Poshmark, Inc. (the “Issuer”).
| Item 1(a). | Name of Issuer: Poshmark, Inc. |
| Item 1(b). | Address of Issuer’s Principal Executive Officers: |
203 Redwood Shores Parkway, 8th Floor
Redwood City, California
| Item 2(a). | Name of Person(s) Filing: |
GGV Capital V L.P. |
GGV Capital V Entrepreneurs Fund L.P. |
GGV Capital V L.L.C. |
GGV Capital LLC
|
Jixun Foo |
Glenn Solomon |
Jenny Hong Wei Lee |
Jeffrey Gordon Richards |
Hans Tung |
| Item 2(b). | Address of Principal Business Office: |
GGV Capital
3000 Sand Hill Road, Suite 4-230
Menlo Park, California 94025
United States of America
| Item 2(c). | Citizenship or Place of Organization: |
Name |
Citizenship or Place of Organization |
1. GGV Capital V L.P. |
Delaware, United States of America |
2. GGV Capital V Entrepreneurs Fund L.P. |
Delaware, United States of America |
3. GGV Capital V L.L.C. |
Delaware, United States of America |
4. GGV Capital LLC |
Cayman Islands |
5. Jixun Foo |
Singapore |
6. Glenn Solomon |
United States of America |
7. Jenny Hong Wei Lee |
Singapore |
8. Jeffrey Gordon Richards |
United States of America |
9. Hans Tung |
United States of America |
| Item 2(d). | Title of Class of Securities: Class A Common Stock of $0.0001 par value per share |
| Item 2(e). | CUSIP Number: 73739W 10 4 |
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
Not applicable.
CUSIP No. 73739W 10 4 |
13G |
|
| Item 4(a). | Amount Beneficially Owned: |
| Item 4(b). | Percent of Class: |
| Item 4(c). | Number of shares as to which such persons have: |
The following information with respect to the
beneficial ownership of Class A Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G as of December 31,
2022:
Reporting Persons | |
Shares
Held
Directly
(1) | |
Shared
Voting
Power | |
Shared
Dispositive
Power | |
Beneficial
Ownership | |
Percentage
of shares of Common Stock
(3) |
GGV Capital V L.P. | |
3,214,052 | |
3,214,052 | |
3,214,052 | |
3,214,052 | |
5.9% of shares of Class A Common Stock (4.1% of Total Common Stock) |
GGV Capital V Entrepreneurs Fund L.P. | |
117,956 | |
117,956 | |
117,956 | |
117,956 | |
0.2% of shares of Class A Common Stock
(0.1% of Total Common Stock) |
GGV Capital V L.L.C. (2) | |
0 | |
3,332,008 | |
3,332,008 | |
3,332,008 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
GGV Capital LLC | |
2,083 | |
2,083 | |
2,083 | |
2,083 | |
0.0% of shares of Class A Common Stock
(0.0% of Total Common Stock) |
Jixun Foo (2) | |
0 | |
3,334,091 | |
3,334,091 | |
3,334,091 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
Glenn Solomon (2) | |
0 | |
3,334,091 | |
3,334,091 | |
3,334,091 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
Jenny Hong Wei Lee (2) | |
0 | |
3,334,091 | |
3,334,091 | |
3,334,091 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
Jeffrey Gordon Richards (2) | |
0 | |
3,334,091 | |
3,334,091 | |
3,334,091 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
Hans Tung (2) | |
0 | |
3,334,091 | |
3,334,091 | |
3,334,091 | |
6.1% of shares of Class A Common Stock
(4.2% of Total Common Stock) |
| (1) | Represents the number of shares of Class A Common Stock currently held by the
Reporting Persons. |
| (2) | GGV Capital V L.L.C. serves as the General Partner of GGV Capital V
L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the
shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of
the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer
directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V
L.L.C. and GGV Capital LLC As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power
to direct the voting and disposition of the shares owned by GGV Capital V L.P., GGV Capital V Entrepreneurs Fund L.P. and GGV Capital
LLC and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P., GGV Capital V Entrepreneurs Fund
L.P. and GGV Capital LLC. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the
Issuer directly. |
| (3) | These beneficial ownership percentages are based on a total of 54,626,374
shares of the Issuer’s Class A Common Stock and 24,592,080 shares of the Issuer’s Class B Common Stock outstanding as of November
1, 2022, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed with the Securities
and Exchange Commission on November 10, 2022. |
| Item 5. | Ownership of Five Percent or Less of a Class: |
If
this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner
of more than five percent of the class of securities, check the following: ¨
| 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: |
Not applicable.
CUSIP No. 73739W 10 4 |
13G |
|
| Item 8. | Identification and Classification of Members of the Group: |
Not applicable.
| Item 9. | Notice of Dissolution of Group: |
Not applicable.
Not applicable.
CUSIP No. 73739W 10 4 |
13G |
|
SIGNATURES
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.
Dated: February 14, 2023
GGV Capital
V L.P. |
|
GGV CAPITAL
V ENTREPRENEURS FUND L.P. |
|
BY: GGV
Capital V L.L.C. |
|
ITS: General
Partner |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
GGV Capital
V L.L.C. |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
GGV Capital
LLC |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
|
/s/ Jixun Foo |
|
Jixun Foo |
|
|
|
/s/ Glenn Solomon |
|
Glenn Solomon |
|
|
|
/s/ Jenny Hong Wei Lee |
|
Jenny Hong Wei Lee |
|
|
|
/s/ Jeffrey Gordon Richards |
|
Jeffrey Gordon Richards |
|
|
|
/s/ Hans Tung |
|
Hans Tung |
|
Exhibit(s):
Exhibit 99.1: Joint
Filing Statement
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under
the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information
required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Class A Common Stock of
Poshmark, Inc.
Dated: February 14, 2023 |
|
|
|
GGV Capital
V L.P. |
|
GGV CAPITAL
V ENTREPRENEURS FUND L.P. |
|
BY: GGV
Capital V L.L.C. |
|
ITS: General
Partner |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
GGV Capital
V L.L.C. |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
GGV Capital
LLC |
|
|
|
By: |
/s/ Terence Jen |
|
|
Terence Jen |
|
|
Attorney-in-fact |
|
|
|
/s/ Jixun Foo |
|
Jixun Foo |
|
|
|
/s/ Glenn Solomon |
|
Glenn Solomon |
|
|
|
/s/ Jenny Hong Wei Lee |
|
Jenny Hong Wei Lee |
|
|
|
/s/ Jeffrey Gordon Richards |
|
Jeffrey Gordon Richards |
|
|
|
/s/ Hans Tung |
|
Hans Tung |
|
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