Technology Crossover Management X, Ltd. - Oct 14, 2021 Form 3 Insider Report for Gitlab Inc. (GTLB)

Role
May be part of a 13(d) group, 10%+ Owner
Signature
By: /s/ Frederic D. Fenton, Authorized Signatory for Technology Crossover Management X, Ltd.
Stock symbol
GTLB
Transactions as of
Oct 14, 2021
Transactions value $
$0
Form type
3
Date filed
10/29/2021, 07:26 PM
Previous filing
Oct 29, 2021
Next filing
Oct 29, 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 GTLB Class B Common Stock Oct 14, 2021 Class A Common Stock 1.6M See footnotes F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Issuer's Class B common stock (the "Class B Stock") is convertible into one share of the Issuer's Class A common stock at any time and will convert automatically upon certain transfers and upon the earlier of (i) ten years from the date of the Issuer's initial public offering ("IPO"), (ii) the death or disability of Sytse Sijbrandij, the chief executive officer of the Issuer, (iii) the first date following the completion of the IPO on which the number of shares of outstanding Class B Stock (including shares of Class B Stock subject to outstanding stock options) is less than 5% of the aggregate number of shares of the Issuer's common stock then outstanding and (iv) the date specified by a vote of the holders of two-thirds of the then outstanding shares of Class B Stock.
F2 Includes 1,180,152 shares of Class B Stock held directly by TCV X, L.P., 292,657 shares of Class B Stock held directly by TCV X (A), L.P., 57,537 shares of Class B Stock held directly by TCV X (B), L.P. and 66,768 shares of Class B Stock held directly by TCV X Member Fund, L.P.
F3 Technology Crossover Management X, Ltd. ("Management X") is the sole general partner of Technology Crossover Management X, L.P. ("TCM"), which in turn is the sole general partner of TCV X, L.P., TCV X (A), L.P. and TCV X (B), L.P. Management X is also the general partner of TCV X Member Fund, L.P.
F4 Each of the entities described above are referred to herein as "Reporting Persons." Each Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or any other purpose.

Remarks:

Exhibit 99.1 (Signatures and Joint Filer Information), incorporated herein by reference.