Sc Us (Ttgp), Ltd. - Jun 16, 2021 Form 3 Insider Report for 23andMe Holding Co. (ME)

Role: 10%+ Owner
Signature: By: /s/ Jung Yeon Son, by power of attorney for Douglas Leone, a Director of SC US (TTGP), Ltd.
Stock symbol: ME
Transactions as of: Jun 16, 2021
Transactions value $: $0
Form type: 3
Date filed: 6/25/2021, 05:33 PM
Previous filing: Nov 23, 2021
Next filing: Jun 23, 2021

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	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	3.63M		Sequoia Capital Growth Fund III, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	6.14M		Sequoia Capital U.S. Growth Fund VII, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	505K		Sequoia Capital U.S. Growth VII Principals Fund, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	3.82M		Sequoia Capital U.S. Growth Fund VIII, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	3.67M		Sequoia Capital Global Growth Fund II, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	55.1K		Sequoia Capital Global Growth II Principals Fund, L.P.	F1, F2, F3, F4
holding	ME	Class B Common Stock, $0.0001 par value							Jun 16, 2021	Class A Common Stock	1.24M		Sequoia Grove II, LLC	F1, F5

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

Explanation of Responses:

Id	Content
F1	Shares of Class B Common Stock, which are not registered under the Securities Exchange Act of 1934, as amended, are convertible into shares of Class A Common Stock on a share-for-share basis.
F2	SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth VII Management, L.P., which is the general partner of each of Sequoia Capital U.S. Growth Fund VII, L.P. ("GF VII") and Sequoia Capital U.S. Growth VII Principals Fund, L.P. ("GFVII PF") (collectively, the GF VII Funds); (ii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P. ("GF VIII"); and (iii) the general partner of SC Global Growth II Management, L.P., which is the general partner of each of Sequoia Capital Global Growth Fund II, L.P. ("GGF II") and Sequoia Capital Global Growth II Principals Fund, L.P ("GGFII PF") (collectively, the GGF II Funds).
F3	(Continued from Footnote 2) As a result, SC US (TTGP), Ltd. may be deemed to share voting and dispositive power with respect to the shares held by the GFVII Funds, GF VIII and the GGF II Funds. SCGF III Management, LLC is a general partner of Sequoia Capital Growth Fund III, L.P., and, as a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Fund III, L.P. The directors and stockholders of SC US (TTGP), Ltd. who exercise voting and investment discretion with respect to the GGF II Funds are Douglas Leone and Roelof Botha. By virtue of the relationships described in this paragraph, Douglas Leone and Roelof Botha may be deemed to share voting and dispositive power with respect to the shares held by the GGF II Funds.
F4	(Continued from Footnote 3) Each of Douglas Leone, Roelof Botha, SC US (TTGP), Ltd., SC U.S. Growth VII Management, L.P., SC U.S. Growth VIII Management, L.P. and SC Global Growth II Management, L.P. disclaims beneficial ownership of the shares held by the GFVII Funds, GF VIII and the GGF II Funds, as applicable, except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. SCGF III Management, LLC disclaims beneficial ownership of the shares held by Sequoia Capital Growth Fund III, L.P., except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F5	Sequoia Grove Manager, LLC is the manager of Sequoia Grove II, LLC. As a result, Sequoia Grove Manager, LLC may be deemed to share beneficial ownership with respect to the shares held by Sequoia Grove II, LLC. Each of Sequoia Grove Manager, LLC and Sequoia Grove II, LLC disclaims beneficial ownership of the shares held by Sequoia Grove II, LLC except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

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