Haveli Investments, L.P. - Apr 29, 2024 Form 3 Insider Report for Blend Labs, Inc. (BLND)

Role: Director, 10%+ Owner
Signature: Haveli Brooks Aggregator, L.P., By: Haveli Investments Software Fund I GP, LLC, its general partner, By: Whanau Interests LLC, its sole member, By: /s/ Brian N. Sheth, Title: Managing Member
Stock symbol: BLND
Transactions as of: Apr 29, 2024
Transactions value $: $0
Form type: 3
Date filed: 5/9/2024, 06:00 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	BLND	Class A Common Stock						130K	Apr 29, 2024	See footnote	F1

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	BLND	Series A Convertible Preferred Stock							Apr 29, 2024	Common Stock	150K		See footnotes	F2, F3, F4
holding	BLND	Warrant (right to buy)							Apr 29, 2024	Common Stock	11.1M	$4.50	See footnotes	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Held through a family trust of which Mr. Sheth's spouse is the trustee.
F2	Each share of Series A Convertible Preferred Stock has a stated value of $1,000. On or after the expiration or earlier termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder, the Series A Preferred Stock is convertible at the option of the holders thereof at any time into an initial conversion rate of 307.6923 per $1,000 principal amount (equivalent to an initial conversion price of approximately $3.25 per share) of the Issuer's class A common stock, par value $0.00001 per share ("Common Stock"), and is subject to certain anti-dilution adjustments. In no event will the conversion rate be less than 404.0729 per $1,000 principal amount.
F3	Represents securities held directly by Haveli Brooks Aggregator, L.P. ("Haveli Aggregator"). Haveli Investments Software Fund I GP, LLC ("Haveli Investments Software GP"), is the general partner of Haveli Aggregator. Whanau Interests LLC ("Whanau") is the sole member of Haveli Investments Software GP. Haveli Software Management LLC ("Haveli Software Management") is the investment adviser to Haveli Investments Software GP. Haveli Investment Management LLC ("Haveli Investment Management"), a Delaware limited liability company, is the sole member of Haveli Software Management. Haveli Investments, L.P. ("Haveli Investments") is the sole member of Haveli Investment Management. Whanau is the general partner of Haveli Investments. Mr. Brian N. Sheth is managing member of Whanau.
F4	As a result, Haveli Investments Software GP, Whanau, Haveli Software Management, Haveli Investments, Haveli Investment Management and Mr. Sheth may each be deemed to share voting and dispositive power with respect to the securities held by Haveli Aggregator. Haveli Investments Software GP, Whanau, Haveli Software Management, Haveli Investments, Haveli Investment Management and Mr. Sheth each disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

Remarks:

Mr. Sheth is a member of the board of directors of the Issuer. As such, the other reporting persons may be deemed to be "directors by deputization" of the Issuer.