Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
August 16 2023 - 4:16PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 2*)
Weave
Communications Inc.
(Name
of Issuer)
Common
Stock, $0.00001 par value
(Title
of Class of Securities)
94724R108
(CUSIP
Number)
May 8, 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:
☐
Rule 13d-1(b)
☐
Rule 13d-1(c)
☒ 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).
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lead Edge Capital Management, LLC |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
3. |
SEC
USE ONLY
|
4. |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5. |
SOLE
VOTING POWER
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO,
IA |
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lead Edge Capital Partners IV, LLC |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
3. |
SEC
USE ONLY
|
4. |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5. |
SOLE
VOTING POWER
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO |
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lead Edge Capital IV, LP |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
3. |
SEC
USE ONLY
|
4. |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
5. |
SOLE
VOTING POWER
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN |
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Mitchell Green |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
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
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN,
HC |
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Brian Neider |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
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
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
|
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN, HC |
1. |
NAME
OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Nimay Mehta |
2. |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
☐ (b) ☒ |
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
0 |
6. |
SHARED
VOTING POWER
0 |
7. |
SOLE
DISPOSITIVE POWER
0 |
8. |
SHARED
DISPOSITIVE POWER
0 |
9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
10. |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ |
11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.00% |
12. |
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN,
HC |
Item
1. |
(a). |
Name
of Issuer: |
|
|
|
|
|
Weave
Communications, Inc. |
|
|
|
|
(b). |
Address
of issuer’s principal executive offices: |
|
|
|
|
|
1331
W Powell Way, Lehi, UT, 84043 |
|
|
|
Item
2. |
(a). |
Name
of person filing: |
|
|
|
|
|
Lead
Edge Capital Management, LLC |
|
|
Lead
Edge Capital Partners IV, LLC
Lead
Edge Capital IV, LP |
|
|
Mitchell
Green
Brian
Neider |
|
|
Nimay
Mehta
|
|
|
|
|
(b). |
Address
or principal business office or, if none, residence: |
|
|
|
|
|
The principal business address of each reporting person is 96 Spring Street, 5th Floor, New York, NY 10012 |
|
|
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(c). |
Citizenship: |
|
|
|
|
|
Lead
Edge Capital Management, LLC – Delaware, USA |
|
|
Lead
Edge Capital Partners IV, LLC – Delaware, USA
Lead
Edge Capital IV, LP – Delaware, USA |
|
|
Mitchell
Green - USA
Brian
Neider – USA |
|
|
Nimay
Mehta - USA
|
|
|
|
|
(d). |
Title
of class of securities: |
|
|
|
|
|
Common
Stock, $0.00001 par value |
|
|
|
|
(e). |
CUSIP
No.: |
|
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|
|
|
94724R108 |
Item
3. |
If
This Statement is filed pursuant to §§.240.13d-1(b) or 240.13d-2(b), or (c), check whether the person filing is a |
|
(a) |
|
[_] |
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Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
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(b) |
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[_] |
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Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
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[_] |
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Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
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[_] |
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Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
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[_] |
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An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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(f) |
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[_] |
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An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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(g) |
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[_] |
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A
parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
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[_] |
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A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813); |
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(i) |
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[_] |
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A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of
1940 (15 U.S.C. 80a-3); |
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(j) |
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[_] |
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A
non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
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(k) |
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[_] |
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Group,
in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J),
please specify the type of institution: |
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
The
information required by this Item with respect to each reporting person is set forth in Rows 5 through 9 and 11 of each cover page to
this Schedule 13G and is incorporated herein by reference for each such reporting person.
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 person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following [x].
N/A
Item
6. |
Ownership
of More Than Five Percent on Behalf of Another Person. |
If
any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the
sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more
than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under
the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
N/A
Item
7. |
Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
If
a parent holding company or control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g)
and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control
person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant
subsidiary.
N/A
Item
8. |
Identification
and Classification of Members of the Group. |
If
a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the
identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d- 1(c) or Rule
13d-1(d), attach an exhibit stating the identity of each member of the group.
N/A
Item
9. |
Notice
of Dissolution of Group. |
Notice
of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect
to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item
5.
N/A
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely
in connection with a nomination under § 240.14a-11.
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.
Dated:
August 16, 2023 |
Lead
Edge Capital Management, LLC |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
Lead
Edge Capital Partners IV, LLC |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
Lead
Edge Capital IV, LP |
|
|
|
By: |
Lead
Edge Capital Partners IV, LLC |
|
|
Its
general partner |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
/s/
Brian Neider |
|
Brian
Neider |
|
|
|
|
/s/
Nimay Mehta |
|
Nimay
Mehta
/s/
Mitchell Green |
|
Mitchell
Green |
The
original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement
is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person,
evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however,
that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and
any title of each person who signs the statement shall be typed or printed beneath his signature.
Note.
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See s.240.13d-7
for other parties for whom copies are to be sent.
Attention.
Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001).
Exhibit
1
Joint
Filing Statement
Statement
Pursuant to Rule 13d-1(k)(1)
The
undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended,
with respect to the Common Stock, $0.00001 par value of Weave Communications Inc. beneficially owned by them, together with any or all
amendments thereto, when and if appropriate. The parties hereto further consent and agree to file this Statement pursuant to Rule 13d-1(k)(1)(iii)
as an exhibit to Schedule 13G, thereby incorporating the same into such Schedule 13G.
Dated:
August 16, 2023 |
Lead
Edge Capital Management, LLC |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
Lead
Edge Capital Partners IV, LLC |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
Lead
Edge Capital IV, LP |
|
|
|
By: |
Lead
Edge Capital Partners IV, LLC |
|
|
Its
general partner |
|
|
|
|
By: |
/s/
Brian Neider |
|
Name: |
Brian
Neider |
|
Title:
|
Managing
Member |
|
|
|
|
/s/
Brian Neider |
|
Brian
Neider |
|
|
|
|
/s/
Nimay Mehta |
|
Nimay
Mehta
|
|
|
|
/s/
Mitchell Green |
|
Mitchell
Green |
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