SEC Filing | The Honest Company, Inc.

View:

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Institutional Venture Management XIII, LLC

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2021

3. Issuer Name and Ticker or Trading Symbol
Honest Company, Inc. [ HNST ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,368,850	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	1,891,254	⁽²⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾
Series A-1 Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	4,126,434	⁽²⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾
Series B Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	2,275,788	⁽²⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾
Series C Convertible Preferred Stock	⁽²⁾	⁽³⁾	Common Stock⁽³⁾	765,623	⁽³⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾
Series D Convertible Preferred Stock	⁽³⁾	⁽³⁾	Common Stock⁽³⁾	138,596	⁽³⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾
Series E Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	1,030,358	⁽²⁾	I	By Institutional Venture Partners XIII, L.P.⁽¹⁾

1. Name and Address of Reporting Person^*

Institutional Venture Management XIII, LLC

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Institutional Venture Partners XIII, L.P.

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Chaffee Todd C

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FOGELSONG NORMAN A

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Harrick Stephen J

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Miller J Sanford

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Phelps Dennis B

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 2,

SUITE 250

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Explanation of Responses:

1. The shares are held of record by Institutional Venture Partners XIII, L.P. ("IVP XIII"). Institutional Venture Management XIII LLC ("IVM XIII") is the general partner of IVP XIII. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared voting and dispositive power with respect to the shares held by IVP XIII. Each of IVM XIII and the managing directors disclaims beneficial ownership of the securities reported herein, except to the extent of its or his respective pecuniary interest therein.

2. The shares of Series A, Series A-1, Series B and Series E Preferred Stock are convertible into shares of Common Stock at any time at the holder's election, and automatically immediately prior to the closing of the Issuer's initial public offering on a 1-for-1 basis, and have no expiration date. The number of shares of Common Stock are presented on an as-converted basis.

3. The shares of Series C and Series D Preferred Stock are convertible into shares of Common Stock at any time at the holder's election, and automatically immediately prior to the closing of the Issuer's initial public offering on a 1-for-1.056925 basis, and have no expiration date. The number of shares of Common Stock are presented on an as-converted basis.

	Institutional Venture Management XIII, LLC By: /s/ Tracy Hogan, Attorney-In-Fact	05/04/2021
	Institutional Venture Partners XIII, L.P. By: Institutional Venture Management XIII, LLC, its General Partner By: /s/ Tracy Hogan, Attorney-In-Fact	05/04/2021
	/s/ Tracy Hogan, Attorney-In-Fact Todd C. Chaffee	05/04/2021
	/s/ Tracy Hogan, Attorney-In-Fact Norman A. Fogelsong	05/04/2021
	/s/ Tracy Hogan, Attorney-In-Fact Stephen J. Harrick	05/04/2021
	/s/ Tracy Hogan, Attorney-In-Fact J. Sanford Miller	05/04/2021
	/s/ Tracy Hogan, Attorney-In-Fact Dennis B. Phelps, Jr.	05/04/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.