SEC Filing | Expensify, Inc

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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

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1. Name and Address of Reporting Person^*

OpenView Management, LLC

(Last)

(First)

(Middle)

303 CONGRESS STREET, 7TH FLOOR

(Street)

BOSTON

02210

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2021

3. Issuer Name and Ticker or Trading Symbol
Expensify, Inc. [ EXFY ]

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)
Class A Common Stock	30,500	I	By OpenView Venture Partners IV, L.P.⁽¹⁾
Class A Common Stock	1,000	I	By OpenView Affiliates Fund IV, L.P.⁽²⁾

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 B Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	3,590,720⁽³⁾	⁽³⁾	I	By OpenView Venture Partners IV, L.P.⁽¹⁾
Series B Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	117,390⁽³⁾	⁽³⁾	I	By OpenView Affiliates Fund IV, L.P.⁽²⁾
Series B-1 Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	222,460⁽³⁾	⁽³⁾	I	By OpenView Venture Partners IV, L.P.⁽¹⁾
Series B-1 Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	7,270⁽³⁾	⁽³⁾	I	By OpenView Affiliates Fund IV, L.P.⁽²⁾
Series C Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	8,668,280⁽³⁾	⁽³⁾	I	By OpenView Venture Partners IV, L.P.⁽¹⁾
Series C Convertible Preferred Stock	⁽³⁾	⁽³⁾	Class A Common Stock	283,370⁽³⁾	⁽³⁾	I	By OpenView Affiliates Fund IV, L.P.⁽²⁾

1. Name and Address of Reporting Person^*

OpenView Management, LLC

(Last)

(First)

(Middle)

303 CONGRESS STREET, 7TH FLOOR

(Street)

BOSTON

02210

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OpenView General Partner IV, L.P.

(Last)

(First)

(Middle)

303 CONGRESS STREET, 7TH FLOOR

(Street)

BOSTON

02210

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OpenView Venture Partners IV, L.P.

(Last)

(First)

(Middle)

303 CONGRESS STREET, 7TH FLOOR

(Street)

BOSTON

02210

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OpenView Affiliates Fund IV, L.P.

(Last)

(First)

(Middle)

303 CONGRESS STREET, 7TH FLOOR

(Street)

BOSTON

02210

(City)

(State)

(Zip)

Explanation of Responses:

1. The securities are held by OpenView Venture Partners IV, L.P. ("OVP IV LP"). OpenView Management, LLC ("OVM LLC") is the general partner of OpenView General Partner IV, L.P. ("OGP IV LP"), which is the general partner of OVP IV LP. Each of OVM LLC and OGP IV LP disclaims beneficial ownership of all the shares held by OVP IV LP except to the extent, if any, of its pecuniary interest therein and this report shall not be deemed an admission that it is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

2. The securities are held by OpenView Affiliates Fund IV, L.P. ("OAF IV LP"). OGP IV LP is the general partner of OAF IV LP. Each of OVM LLC and OGP IV LP disclaims beneficial ownership of all the shares held by OAF IV LP except to the extent, if any, of its pecuniary interest therein and this report shall not be deemed an admission that it is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

3. Each share of Convertible Preferred Stock was initially convertible on a one-for-one basis into the Issuer's Class A Common Stock at any time at the holder's election and has no expiration date. The number of underlying shares of common stock reported in Column 3 gives effect to a 10-for-1 forward stock split effective as of October 27, 2021, pursuant to which each share of Convertible Preferred Stock became convertible into 10 shares of Class A Common Stock. The Convertible Preferred Stock will convert automatically upon closing of the Issuer's initial public offering.

Remarks:

	/s/ Rufus King, Chief Legal Officer of OpenView Management, LLC	11/09/2021
	/s/ Rufus King, Chief Legal Officer of OpenView Management, LLC, the general partner of OpenView General Partner IV, L.P	11/09/2021
	/s/ Rufus King, Chief Legal Officer of OpenView Management, LLC, the general partner of OpenView General Partner IV, L.P., the general partner of OpenView Affiliates Fund IV, L.P.	11/09/2021
	/s/ Rufus King, Chief Legal Officer of OpenView Management, LLC, the general partner of OpenView General Partner IV, L.P., the general partner of OpenView Venture Partners IV, L.P.	11/09/2021
	** 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).
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