Shasta Ventures II GP, LLC - Nov 5, 2021 Form 3 Insider Report for Nextdoor Holdings, Inc. (KIND)

Role: 10%+ Owner
Signature: Shasta Ventures II GP, LLC, By /s/ Jason Pressman, Managing Member
Stock symbol: KIND
Transactions as of: Nov 5, 2021
Transactions value $: $0
Form type: 3
Date filed: 11/15/2021, 04:44 PM
Next filing: May 30, 2024

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	KIND	Class B Common Stock							Nov 5, 2021	Class A Common Stock	27.4M		See footnote	F1, F2

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

Explanation of Responses:

Id	Content
F1	Each share of Class B Common Stock is convertible into one share of Class A Common Stock of the Issuer at the election of the holder any time without payment of additional consideration; provided; however, that each share of Class B Common Stock shall automatically be converted into Class A Common Stock on a one for one basis on the earlier of the: (i) tenth anniversary of completion of the Business Combination or (ii) date specified by the affirmative vote of the holders of two thirds of the Class B Common Stock then outstanding. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions) and has no expiration date.
F2	The shares are held directly by Shasta Ventures II, L.P ("Shasta Ventures II"). Shasta Ventures II GP, LLC ("SVII GP") is the general partner of Shasta Ventures II and may be deemed to beneficially own the shares held by Shasta Ventures II. SVII GP disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein.

Content

Each share of Class B Common Stock is convertible into one share of Class A Common Stock of the Issuer at the election of the holder any time without payment of additional consideration; provided; however, that each share of Class B Common Stock shall automatically be converted into Class A Common Stock on a one for one basis on the earlier of the: (i) tenth anniversary of completion of the Business Combination or (ii) date specified by the affirmative vote of the holders of two thirds of the Class B Common Stock then outstanding. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions) and has no expiration date.

The shares are held directly by Shasta Ventures II, L.P ("Shasta Ventures II"). Shasta Ventures II GP, LLC ("SVII GP") is the general partner of Shasta Ventures II and may be deemed to beneficially own the shares held by Shasta Ventures II. SVII GP disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein.