Jan Hammer - 29 Jul 2021 Form 3 Insider Report for Robinhood Markets, Inc. (HOOD)

Role
Director
Signature
/s/ Jan Hammer
Issuer symbol
HOOD
Transactions as of
29 Jul 2021
Net transactions value
$0
Form type
3
Filing time
29 Jul 2021, 17:30:56 UTC
Next filing
03 Aug 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HOOD Common Stock 3,140,180 29 Jul 2021 By Index Ventures Growth III (Jersey) L.P. F1, F2
holding HOOD Common Stock 2,552,640 29 Jul 2021 By Index Ventures VI (Jersey) L.P. F1, F3
holding HOOD Common Stock 51,520 29 Jul 2021 By Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P. F1, F4
holding HOOD Common Stock 80,780 29 Jul 2021 By Yucca (Jersey) SLP F1, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding HOOD Series A Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 55,798,140 By Index Ventures VI (Jersey) L.P. F1, F3, F6
holding HOOD Series A Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 1,126,280 By Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P. F1, F4, F6
holding HOOD Series A Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 720,560 By Yucca (Jersey) SLP F1, F5, F6
holding HOOD Series B Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 11,671,300 By Index Ventures VI (Jersey) L.P. F1, F3, F6
holding HOOD Series B Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 235,580 By Index Ventures VI Parallel Entrepreneur Fund (Jersey) L.P. F1, F4, F6
holding HOOD Series B Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 150,720 By Yucca (Jersey) SLP F1, F5, F6
holding HOOD Series C Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 7,156,340 By Index Ventures Growth III (Jersey) L.P. F1, F2, F6
holding HOOD Series C Redeemable Convertible Preferred Stock 29 Jul 2021 Common Stock 108,960 By Yucca (Jersey) SLP F1, F5, F6
holding HOOD Tranche I Convertible Promissory Note 29 Jul 2021 Common Stock 56,390 $26.60 By Yucca (Jersey) SLP F1, F5, F7, F8
holding HOOD Tranche I Convertible Promissory Note 29 Jul 2021 Common Stock 1,823,308 $26.60 By Index Ventures Growth V (Jersey) L.P. F1, F7, F8, F9
holding HOOD Warrants to Purchase Stock 29 Jul 2021 Common Stock 8,458 $26.60 By Yucca (Jersey) SLP F1, F5, F8
holding HOOD Warrants to Purchase Stock 29 Jul 2021 Common Stock 273,496 $26.60 By Index Ventures Growth V (Jersey) L.P. F1, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to closing of the Issuer's initial public offering ("IPO"), the shares of Series A Redeemable Convertible Preferred Stock, Series B Redeemable Convertible Preferred Stock and Series C Redeemable Convertible Preferred Stock (collectively, the "Preferred Stock") will automatically convert into shares of Common Stock. Immediately following such conversion but prior to closing of the IPO, the shares of Common Stock will be reclassified into Class A Common Stock on a one-for-one basis (the "Reclassification").
F2 The securities are held by Index Ventures Growth III (Jersey) L.P. ("Index Growth III"). Index Venture Growth Associates III Limited ("IVGA III") is the managing general partner of Index Growth III. The Reporting Person is a partner within the Index Ventures group. Advisors within the Index Ventures group provide advice to each of Index Growth III, Index Ventures Growth V (Jersey), L.P. ("Index Growth V"), Index Ventures VI (Jersey) L.P. ("Index VI") and Index Ventures VI Parallel Entrepreneur Fund (Jersey), L.P. ("Index VI Parallel" and together with Index Growth III, Index Growth V and Index VI, the "Funds"). The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
F3 The securities are held by Index VI. Index Venture Associates VI Limited ("IVA VI") is the managing general partner of Index VI. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
F4 The securities are held by Index VI Parallel. IVA VI is the managing general partner of Index VI Parallel. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
F5 The securities are held by Yucca (Jersey) SLP ("Yucca"). Yucca is the administrator of the Index co-investment vehicles that are contractually required to mirror the relevant Fund's investment in the issuer (in this case, Index Growth III, Index VI, Index VI Parallel and Index Growth V). The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
F6 These shares of Preferred Stock are convertible into Common Stock at the option of the holder, and will automatically convert into the number of shares shown in column 3 immediately prior to closing of the IPO. The Preferred Stock has no expiration date.
F7 Following the conversion of the Preferred Stock and the Reclassification, the principal amount of the Convertible Note (together with accrued interest thereon) will convert upon the closing of the IPO into Class A Common Stock at a conversion price equal to $26.60. The Convertible Notes do not have a maturity date. The number of shares reported in Column 3 represents the principal amount divided by the conversion price, and the ultimate conversion amount will include additional shares representing accrued interest.
F8 The Convertible Notes and Warrants were initially issued on February 12, 2021 and contained various predetermined and automatic adjustment provisions contingent upon the occurrence of specified events. As a result of the IPO pricing, the ultimate conversion or exercise price, as applicable, became fixed at $26.60, contingent upon closing of the IPO. Upon closing of the IPO, the Warrants will become exercisable for shares of Class A Common Stock.
F9 The securities are held by Index Growth V. Index Venture Growth Associates V Limited ("IVGA V") is the managing general partner of Index Growth V. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

Remarks:

Exhibit 24 - Power of Attorney