EFTA01377763.pdf

S- ILA 5% Stockholders: Khosla Ventures III. LP(1) 50,522.780 16.9% - - - 50,522.780 15.5% 16.8% Entities affiliated with JPMC Strategic Investments(2) 16,371,689 5.5% — — — 16,371,689 5.0% 5.4% Entities affiliated with Sequoia Capital(3) 15.728.310 5.3% - - - 15,728.310 4.8% 5.2% Entities affiliated with Rizvi Traverse(4) 15,900,088 5.3% — — — 15,900,088 4.9% 5.3% Named Executive Officers and Directors: Jack Dorsey(5) 71,124.082 23.7% — — — 71.124.062 21.9% 23.6% Sarah FriarIS) 3,900.000 1.3% — — — 3.900,000 1.2% 1.3% Alyssa Henryl7) 2,000,000 — — — 2,000.000 Roelof Bothalel 15.728,310 5.3% — — — 15.728,310 4.8% 5.2% Earvin Johnson(9) 38,000 — — — 38,000 Vinod Khoslallo) 50.522,780 16.9% - - - 50,522.780 15.5% 16.8% James McKehrey(lli 27,345,120 9.1% — — — 27,345,120 8.4% 9.1% Mary Meeker(12) 8,623,410 2.9% - - - 8,623,410 2.7% 2.9% Ruth Simmons03) 38,000 — — — 38,000 Lawrence H. Summers04/ 1,092,110 ' — 1,092,110 ' David Viniart15) 326,950 • — — — 326,960 • All executive officers and directors as a group (13 persons)(16) 185.361,632 60.0% - - - 185361,632 55.4% 59.8% Selling Stockholders: Start Small Foundation. a donor-advised fund held and administered by the Silicon Valley Community Foundation(17/ 1,350.000 1.350,000 — — — Options to purchase shares of our capital stock included in this table are early exercisable. To the extent such shares have not yet vested as of a given date. such shares will remain subject to repurchase by us at the original purchase price. Represents beneficial ownership of less than one percent (1%) of the outstanding shares of our common stock. Consists of 50.522.780 shares held of record by Khosla Ventures III. LP (KV III). The general partner of KV III is Khosla Ventures Associates III, LLC (KVA III). VK Services. LLC is the sole manager of KVA III. Vinod Khosla is the managing member of VK Services. LLC and holds voting and dispositive power over the shares held by KV III. The address of each of these entities is 2128 Sand Hit Road. Menlo Park, CA 94025. Consists of (i) 15.909.309 shares held of record by JPMC Strategic Investments I Corporation and (ii) 462.380 shares of record held by JPMC Strategic Investments II Corporation (collectively, JPMC Strategic Investments). J.P. Morgan Chase & Co. is the ultimate parent of JPMC Strategic Investments and is the ultimate parent of one of the underwriters of this offering. The address of each of these entities is 270 Park Avenue, New York, NY 10017. See the section titled "Underwriting (Conflicts of Interest)" for information related to the underwriting of this offering. Consists of (i) 13.899.110 shares held of record by Sequoia Capital U.S. Venture 2010 Fund, LP (SC USV 2010). (ii) 308.270 shares held of record by Sequoia Capital U.S. Venture 2010 Partners Fund, LP (SC USV 2010 PF), and (iii) 1.520,930 shares held of record by Sequoia Capital U.S. Venture 2010 Partners Fund (0), LP (SC USV 2010 PFQ) (collectively, the SC 2010 Funds). SC US (TTGP), Ltd. is the general partner of SC U.S. Venture 2010 Management. L.P.. which is the general partner of each of SC USV 2010. SC USV 2010 PF. and SC USV 2010 PFQ (collectively. the SC 2010 Funds). The directors and stockholders of SC US (TTGP), Ltd. that exercise voting and investment discretion with respect to SC 2010 Funds' investments are Roelof F. Botha. James J. Goetz. Michael L. Goguen. Douglas M. Leone. and Michael J. Moritz. As a result, and by virtue of the relationships described in this footnote, each such person shares voting and dispositive power over the shares held by the SC 2010 Funds The address of each of these entities is 2800 Sand Hill Road. Suite 101. Menlo Park. CA 94025. 174 Table of Contents (4) Consists of (i) 11,349,190 shares held of record by RT Spartan IV. LLC, (ii) 1,221,170 shares held of record by RT SQ Co-Invest, LLC. (iii) 902,150 shares held of record by RT SO Secondary, LLC, (iv) 628.960 shares held of record by RT-SQ TS. LLC, (v) 565.210 shares held of record by Rini Opportunistic Equity Fund II. L.P., (vi) 749.998 shares held of record by RT SO Co-Invest IL LLC, (vii) 249.500 shares held of record by Rizvi Opportunistic Equity Fund I-B, L.P., (vii) 87,420 shares held of record by Rizvi Opportunistic Equity Fund, L.P.. (ix) 59.250 shares held of record by Rini Opportunistic Equity Fund (TI). L.P., (x) 40.210 shares held of record by Rini Traverse Partners, LLC. (xi) 29.470 shares held of record by Rizvi Traverse Partners II, LLC, and (xii) 17,560 shares held of record by Rizvi Opportunistic Equity Fund (TI). L.P. (collectively, the Rizvi Traverse Entities). Rizvi Traverse Management. LLC is the general partner of Rizvi Opportunistic Equity Fund. L.P., Rizvi Opportunistic Equity Fund (TI). L.P.. Rizvi Opportunistic Equity Fund I-B. L.P.. and Rizvi Opportunistic Equity Fund I-B (TI). L.P. and the manager of Rizvi Traverse Partners. LLC. Rini Traverse Management Ii, LLC is the manager of Rizvi Opportunistic Equity Fund II, L.P. and Rizvi Traverse Partners II, LLC. RT-SQ Management. LLC is the manager of RT Spartan IV. LLC and RT SQ Co-Invest. LLC. Rizvi Traverse CI GP, LLC is the manager of RT SQ Secondary, LLC. RT SQ Co- Invest II, LLC. and RT-SQ TS. LLC. Suhail Rizvi and John Giampetroni are the managers of each of Rizvi Traverse Management. LLC. Rizvi Traverse Management II. LLC. RT-SQ Management. LLC. and Rizvi Traverse CI GP. LLC and exercise voting and investment discretion with respect to the investments managed by such entities. As a result. and by virtue of the relationships described in this footnote. each such person shares voting and dispositive power over the shares held by the Rizvi Traverse Entities. The address of each of these entities is 260 East Brown Street. Suite 380. Birmingham. MI 48009. (5) Consists of (i) 63.002.506 shares held of record by the Jack Dorsey Revocable Trust u/a/d 12/8/10. for which Mr. Dorsey serves as trustee. (ii) 7.952,826 shares held of record by the Jack Dorsey Remainder Trust u/a/d 6/23/10, for which Mr. Dorsey serves as a trustee, and (iii) 168.750 http/Annv.sce.gov/Archiveckrtgar/data/l512673/000119312515369092/d937622dslahftn[11/6/2015 7:37:12 AM] CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0074915 CONFIDENTIAL SONY GM_00221099 EFTA01377763