Divesh Makan - Dec 10, 2021 Form 4/A - Amendment Insider Report for Gitlab Inc. (GTLB)

Role
10%+ Owner
Signature
ICONIQ Investment Holdings, LP, By: ICONIQ Capital Group GP, LLC, By: Kevin Foster, Title: Authorized Signatory, /s/ Kevin Foster
Stock symbol
GTLB
Transactions as of
Dec 10, 2021
Transactions value $
$33,029,798
Form type
4/A - Amendment
Date filed
2/2/2023, 04:18 PM
Date Of Original Report
Dec 14, 2021
Next filing
Dec 29, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GTLB Class A Common Stock Purchase $4.03M +53.7K $75.07 53.7K Dec 10, 2021 Direct F1, F2
transaction GTLB Class A Common Stock Purchase $4M +53.3K $75.01 53.3K Dec 10, 2021 By William J.G.Griffith F3
transaction GTLB Class A Common Stock Purchase $749 +10 $74.88 10 Dec 10, 2021 By ICONIQ Investment Holdings, LP F4, F5, F20
transaction GTLB Class A Common Stock Purchase $207K +2.9K +29000% $71.55 2.91K Dec 10, 2021 By ICONIQ Investment Holdings, LP F5, F6, F20
transaction GTLB Class A Common Stock Purchase $583K +8.03K +275.95% $72.61 10.9K Dec 10, 2021 By ICONIQ Investment Holdings, LP F5, F7, F20
transaction GTLB Class A Common Stock Purchase $2.21M +30K +274.6% $73.72 41K Dec 10, 2021 By ICONIQ Investment Holdings, LP F5, F8, F20
transaction GTLB Class A Common Stock Purchase $18.4M +245K +597.91% $74.89 286K Dec 10, 2021 By ICONIQ Investment Holdings, LP F5, F9, F20
transaction GTLB Class A Common Stock Purchase $74K +1.01K +0.35% $72.98 287K Dec 13, 2021 By ICONIQ Investment Holdings, LP F5, F10, F20
transaction GTLB Class A Common Stock Purchase $677K +9.14K +3.19% $74.06 296K Dec 13, 2021 By ICONIQ Investment Holdings, LP F5, F11, F20
transaction GTLB Class A Common Stock Purchase $2.89M +38.7K +13.05% $74.82 335K Dec 13, 2021 By ICONIQ Investment Holdings, LP F5, F12, F20
holding GTLB Class A Common Stock 556K Dec 10, 2021 By ICONIQ Strategic Partners III, L.P. F13, F19, F20
holding GTLB Class A Common Stock 594K Dec 10, 2021 By ICONIQ Strategic Partners III-B, L.P. F14, F19, F20
holding GTLB Class A Common Stock 129K Dec 10, 2021 By ICONIQ Strategic Partners V, L.P. F15, F19, F20
holding GTLB Class A Common Stock 196K Dec 10, 2021 By ICONIQ Strategic Partners V-B, L.P. F16, F19, F20
holding GTLB Class A Common Stock 429K Dec 10, 2021 By ICONIQ Strategic Partners VI, L.P. F17, F19, F20
holding GTLB Class A Common Stock 536K Dec 10, 2021 By ICONIQ Strategic Partners VI-B, L.P. F18, F19, F20
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.85 to $75.25. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F2 The shares are held directly by Divesh Makan ("Makan") through a family trust of which he is a trustee and another estate planning trust having an independent trustee. The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F3 The shares are held directly by William J.G. Griffith ("Griffith") through a family trust of which he is a trustee and another estate planning trust having an independent trustee. The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F4 This transaction is being reported by Makan and Griffith. ICONIQ Investment Holdings, LP ("ICONIQ Investment") and ICONIQ Capital Group GP, LLC ("ICONIQ Investment GP") have filed a Form 3 reporting the shares purchased in this transaction.
F5 Shares held by ICONIQ Investment. ICONIQ Investment GP is the general partner of ICONIQ Investment. Makan is the sole member of ICONIQ Investment GP. Griffith may have limited partner or other interests in the shares held by ICONIQ Investment.
F6 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $71.01 to $72.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F7 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $72.10 to $72.99. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F8 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $73.03 to $74.02. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F9 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.04 to $75.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F10 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $72.50 to $73.36. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F11 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $73.50 to $74.48. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F12 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $74.49 to $75.00. Full information regarding the number of shares purchased at each separate price can be furnished to the SEC staff upon request.
F13 The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
F14 The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
F15 The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
F16 The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
F17 The shares are held by ICONIQ Strategic Partners VI, L.P. ("ICONIQ VI").
F18 The shares are held by ICONIQ Strategic Partners VI-B, L.P. ("ICONIQ VI-B").
F19 ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of each of ICONIQ V and ICONIQ V-B. ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. ICONIQ Strategic Partners VI GP, L.P. ("ICONIQ VI GP") is the sole general partner of each of ICONIQ VI and ICONIQ VI-B. ICONIQ Strategic Partners VI TT GP, Ltd. ("ICONIQ VI Parent GP") is the sole general partner of ICONIQ VI GP. Makan and Griffith are the sole equity holders of ICONIQ III Parent GP. Makan, Griffith and Matthew Jacobson ("Jacobson") are the sole equity holders of each of ICONIQ V Parent GP and ICONIQ VI Parent GP.
F20 Each of ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP, ICONIQ VI GP, ICONIQ VI Parent GP, ICONIQ Investment GP, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

Remarks:

This Amendment No. 2 on Form 4/A amends and restates the Form 4 originally filed on December 14, 2021 to include a row in Table I disclosing the purchase of 53,329 shares by one of the Reporting Persons (see further detail in footnote (3)) that was inadventently omitted from the original filing.