Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:
The information required in the remainder of this cover
page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
13G
|
|
|
CUSIP NUMBER 10316T104
|
|
Page
2
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Fund VIII, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
2,980,857* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
2,980,857* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,980,857* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
2.40%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
3
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Fund VIII Partners, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
2,980,857
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
2,980,857
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,980,857
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
2.40%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Fund VIII, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
4
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
DFJ Fund VIII, Ltd.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
2,980,857
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
2,980,857
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,980,857
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
2.40%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Fund VIII, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
5
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Partners VIII, LLC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
66,238* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
66,238* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
66,238* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.05%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO (limited liability company)
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
6
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Associates, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
1,170,740* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
1,170,740* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,170,740* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.96%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
7
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Associates, Inc.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
1,170,740
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
1,170,740
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,170,740
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.96%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
CO
|
#
|
All of these shares are owned by Draper Associates, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
8
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
556,218* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
556,218* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
556,218* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.46%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
9
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Growth Fund 2006 Partners,
L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
556,218
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
556,218
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
556,218
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.46%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
10
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
DFJ Growth Fund 2006, Ltd.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
556,218
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
556,218
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
556,218
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.46%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
11
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Partners Growth Fund 2006,
LLC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
44,968* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
44,968* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
44,968* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.04%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO (limited liability company)
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
12
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Fund IX, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
932,112* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
932,112* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
932,112* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.76%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
13
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Fund IX Partners, L.P.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
932,112
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
932,112
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
932,112
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.76%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
PN
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Fund IX, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
14
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
DFJ Fund IX Ltd.
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
Cayman Islands
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
932,112
#
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
932,112
#
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
932,112
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.76%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO
|
#
|
All of these shares are held directly by Draper Fisher Jurvetson Fund IX, L.P.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
15
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Draper Fisher Jurvetson Partners IX, LLC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
25,256* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
25,256* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
25,256* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.02%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO (limited liability company)
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
16
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Timothy C. Draper
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
California
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
1,853,251
#
(See Items 2 and
4)
|
|
6.
|
|
Shared Voting Power
4,049,431
##
(See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
1,853,251
#
(See Items 2 and
4)
|
|
8.
|
|
Shared Dispositive Power
4,049,431
##
(See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,902,682* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
4.65%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
#
|
Of these shares, 1,170,740 shares are directly held by Draper Associates, L.P., 644,644 are held directly by Mr. Draper, 21,778 shares are held directly by JABE, LLC (JABE) and 16,089 shares are held
directly by the Draper Foundation. Mr. Draper is the President of Draper Associates, Inc., the general partner of Draper Associates L.P. and has sole investment and voting power. Mr. Draper is managing member of JABE and has sole investment and
voting power. Mr. Draper is the President of the Draper Foundation and has sole investment and voting power. Of these shares, 1,815,384 represent Class A common stock and 37,867 of the shares represent Class B common stock held on December 31, 2017.
|
##
|
Of these shares, 2,980,857 shares are directly held by Draper Fisher Jurvetson Fund VIII, L.P., 66,238 shares are directly held by Draper Fisher Jurvetson Partners VIII, LLC, 932,112 shares are held directly held by
Draper Fisher Jurvetson Fund IX, L.P., 25,256 shares are held directly by Draper Fisher Jurvetson Partners IX, LLC, and 44,968 shares are held by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC. All of these shares are Class B common stock.
|
*
|
Represents shares of Class A common stock and Class B common stock beneficially owned on December 31, 2017 as described in the footnotes above. Each share of Class B common stock is convertible at any time at the option
of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
17
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
John H. N. Fisher
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
734,883
|
|
6.
|
|
Shared Voting Power
4,605,649
#
(See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
734,883
|
|
8.
|
|
Shared Dispositive Power
4,605,649
#
(See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,340,532* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
4.23%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
|
Represents shares of Class A common stock beneficially owned on December 31, 2017 through the John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08 (
Fisher
Trust
). Mr. Fisher is co-trustee of the Fisher Trust.
|
#
|
Of these shares, 2,980,857 shares are directly held by Draper Fisher Jurvetson Fund VIII, L.P., 66,238 shares are directly held by Draper Fisher Jurvetson Partners VIII, LLC, 932,112 shares are held directly by Draper
Fisher Jurvetson Fund IX, L.P., 25,256 shares are held directly by Draper Fisher Jurvetson Partners IX, LLC, 556,218 shares are held directly by Draper Fisher Jurvetson Growth Fund 2006, L.P. and 44,968 shares are held directly by Draper Fisher
Jurvetson Partners Growth Fund 2006, LLC. All of these shares are Class B common stock.
|
*
|
Represents shares of Class A common stock and Class B common stock beneficially owned on December 31, 2017 as described in the footnotes above. Each share of Class B common stock is convertible at any time at the option
of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
18
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Stephen T. Jurvetson
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
696,365
|
|
6.
|
|
Shared Voting Power
4,049,431
#
(See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
696,365
|
|
8.
|
|
Shared Dispositive Power
4,049,431
#
(See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,745,796
#
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
3.77%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
|
Represents shares of Class A common stock beneficially owned on December 31, 2017.
|
#
|
Of these shares, 2,980,857 shares are directly held by Draper Fisher Jurvetson Fund VIII, L.P., 66,238 are directly held by Draper Fisher Jurvetson Partners VIII, LLC, 932,112 shares are held by Draper Fisher Jurvetson
Fund IX, L.P., 25,256 shares are held by Draper Fisher Jurvetson Partners IX, LLC, and 44,968 shares are held by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC. All of these shares are Class B common stock.
|
*
|
Represents shares of Class A common stock and Class B common stock beneficially owned on December 31, 2017 as described in the footnotes above. Each share of Class B common stock is convertible at any time at the option
of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
19
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Mark W. Bailey
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
5,803
#
|
|
6.
|
|
Shared Voting Power
601,186
##
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
5,803
#
|
|
8.
|
|
Shared Dispositive Power
601,186
##
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
606,989
##
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.50%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
#
|
Represents shares of Class A common stock beneficially owned on December 31, 2017 through the Bailey Family Trust UAD 8/31/10 (
Bailey Trust
). Mr. Bailey is co-trustee of the Bailey Trust.
|
##
|
Of these shares, 556,218 shares are directly held by Draper Fisher Jurvetson Growth Fund 2006, L.P., and 44,968 shares are directly held by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
20
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Barry M. Schuler
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
21,441
#
|
|
6.
|
|
Shared Voting Power
601,186
##
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
21,441
#
|
|
8.
|
|
Shared Dispositive Power
601,186
##
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
622,627
##
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.51%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
|
Represents shares of Class A common stock beneficially owned on December 31, 2017.
|
#
|
Of these shares, 3,044 shares are held directly by The Meteor Group, LLC of which Mr. Schuler is the Managing Member and has sole investment and voting power. 18,397 of these shares are held individually by the Barry
Martin Schuler and Tracy Strong Schuler 1998 Trust (
Schuler Trust
). Mr. Schuler is co-trustee of the Schuler Trust.
|
##
|
Of these shares, 556,218 shares are directly held by Draper Fisher Jurvetson Growth Fund 2006, L.P., and 44,968 shares are directly held by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC.
|
*
|
Represents shares of Class B common stock beneficially owned on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
21
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
Randy Glein
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
1,446
#
|
|
6.
|
|
Shared Voting Power
601,186
##
* (See Items 2 and
4)
|
|
7.
|
|
Sole Dispositive Power
1,446
#
|
|
8.
|
|
Shared Dispositive Power
601,186
##
* (See Items 2 and
4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
602,632
##
* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.50%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
IN
|
|
Represents shares of Class A common stock beneficially owned on December 31, 2017.
|
#
|
These shares are held individually by the Glein Family Trust UAD 4/30/13 (
Glein Trust
). Mr. Glein is co-trustee of the Glein Trust.
|
##
|
Of these shares, 556,218 shares are directly held by Draper Fisher Jurvetson Growth Fund 2006, L.P., and 44,968 shares are directly held by Draper Fisher Jurvetson Partners Growth Fund 2006, LLC.
|
*
|
Represents shares of Class B common stock held on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assures the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
22
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
JABE, LLC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
21,778* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
21,778* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
21,778* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.02%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO (limited liability company)
|
*
|
Represents shares of Class B common stock held on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assures the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
23
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
The Draper Foundation
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
16,089* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
16,089* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
16,089* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.01%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
CO
|
*
|
Represents shares of Class B common stock held on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assures the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
24
of 40 Pages
|
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons
The Meteor Group, LLC
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (see Instructions)
(a) ☐ (b) ☐
|
3.
|
|
SEC Use Only
|
4.
|
|
Citizenship or Place of
Organization
United States
|
Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
|
|
5.
|
|
Sole Voting Power
0
|
|
6.
|
|
Shared Voting Power
3,044* (See Items 2 and 4)
|
|
7.
|
|
Sole Dispositive Power
0
|
|
8.
|
|
Shared Dispositive Power
3,044* (See Items 2 and 4)
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,044* (See Items 2 and 4)
|
10.
|
|
Check if the Aggregate Amount in Row
(9) Excludes Certain Shares (see Instructions) ☐
|
11.
|
|
Percent of Class Represented by Amount
in Row (9)
0.00%**
|
12.
|
|
Type of Reporting Person (see
Instructions)
OO (limited liability company)
|
*
|
Represents shares of Class B common stock held on December 31, 2017. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock.
|
**
|
This percentage set forth on the cover sheet is calculated based upon 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assures the conversion of the Class B common stock held by
the Reporting Person into Class A common stock.
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
25
of 40 Pages
|
Item 1(a)
|
Name of Issuer: Box, Inc.
|
Item 1(b)
|
Address of Issuers principal executive offices:
|
900 Jefferson
Avenue
Redwood City, California 94063
Item
2.
This amendment to the Schedule 13G Amendment No. 2 previously filed on
February 2, 2018, is being filed to correct a stock ownership differential for reporting person Randy Glein. There are no other changes to Amendment No. 2 otherwise reflected herein.
This Schedule 13G is filed on behalf of (i) Draper Fisher Jurvetson Fund VIII, L.P., a Cayman Islands exempted limited partnership;
(ii) Draper Fisher Jurvetson Fund VIII Partners, L.P., a Cayman Islands exempted limited partnership; (iii) DFJ Fund VIII, Ltd., a Cayman Islands limited liability company; (iv) Draper Fisher Jurvetson Partners VIII, LLC, a California
limited liability company; (v) Draper Associates, L.P., a California limited partnership; (vi) Draper Associates, Inc., a California corporation; (vii) Draper Fisher Jurvetson Growth Fund 2006, L.P., a Cayman Islands exempted limited
partnership; (viii) Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P., a Cayman Islands exempted limited partnership; (ix) DFJ Growth Fund 2006, Ltd., a Cayman Islands limited liability company; (x) Draper Fisher Jurvetson
Partners Growth Fund 2006, LLC, a California limited liability company; (xi) Draper Fisher Jurvetson Fund IX, L.P., a Cayman Islands exempted limited partnership; (xii) Draper Fisher Jurvetson Fund IX Partners, L.P., a Cayman Islands
exempted limited partnership; (xiii) DFJ Fund IX, Ltd., a Cayman Islands limited liability company; (xiv) Draper Fisher Jurvetson Partners IX, LLC, a California limited liability company; (xv) Timothy C. Draper, a United States
Citizen (
Draper
); (xvi) John H. N. Fisher, a United States citizen (
Fisher
); (xvii) Stephen T. Jurvetson, a United States citizen (
Jurvetson
); (xviii) Mark W. Bailey, a United States
citizen (
Bailey
); (xix) Barry M. Schuler, a United States citizen (
Schuler
); (xx) Randy Glein, a United States citizen (
Glein
); (xxi) JABE, LLC, a California limited liability company
(
JABE
), (xxii) The Draper Foundation, a California corporation, and (xxiii) The Meteor Group, LLC, a California limited liability company.
Relationships
(1) Draper Fisher Jurvetson Fund VIII, L.P. (
Fund VIII
), is a Cayman Island exempted limited partnership.
(2) Draper Fisher Jurvetson Fund VIII Partners, L.P. (
Partners Fund VIII
) is a Cayman Island exempted limited
partnership and is an affiliate of Fund VIII and the general partner of Fund VIII.
(3) DFJ Fund VIII, Ltd., a Cayman Island limited
liability company (
Fund VIII Ltd.
) and an affiliate of Fund VIII, is the general partner to Partners Fund VIII. The managing directors of Fund VIII Ltd. are Messrs. Draper, Fisher and Jurvetson who exercise shared voting and
investment powers over Fund VIII Ltd. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Fund VIII, Partners Fund VIII and Fund VIII Ltd. except to the extent of their pecuniary interest therein.
(4) Draper Fisher Jurvetson Partners VIII, LLC, a California limited liability company (
Partners VIII
), is a
side-by-side
fund of Fund VIII. The managing members of Partners VIII are Messrs. Draper, Fisher and Jurvetson. Decisions with respect to Partners VIII securities are
made automatically in conjunction with decisions by Fund VIII. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Partners VIII except to the extent of their pecuniary interest therein.
(5) Draper Associates, L.P. (
Draper Associates, L.P.
). The investing and voting power of the shares held by Draper
Associates, L.P. is controlled by its General Partner, Draper Associates, Inc., which is controlled by its President and majority shareholder, Timothy C. Draper. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates,
L.P. except to the extent of his pecuniary interest therein.
|
|
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13G
|
CUSIP NUMBER 10316T104
|
|
Page
26
of 40 Pages
|
(6) Draper Associates, Inc. (
Draper Associates
). Mr. Draper is the
President of Draper Associates, which is the general partner of Draper Associates, L.P. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates except to the extent of his pecuniary interest therein.
(7) Draper Fisher Jurvetson Growth Fund 2006, L.P., is a Cayman Islands exempted limited partnership (
Growth Fund
).
(8) Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P., is a Cayman Island exempted limited partnership (
Growth Fund
2006 Partners
), an affiliate of Growth Fund and is the general partner of Growth Fund.
(9) DFJ Growth Fund 2006, Ltd., is a
Cayman Islands limited liability company (
Growth Fund 2006 Ltd.
) and an affiliate of Growth Fund, and is the general partner to Growth Fund 2006 Partners. Messrs. Fisher, Bailey, Schuler and Glein are the managing directors of
Growth Fund 2006 Ltd. and exercise shared voting and investment powers over the shares held by Growth Fund 2006 Ltd. Messrs. Bailey, Schuler, Fisher and Glein disclaim beneficial ownership of shares held by Growth Fund, Growth Fund 2006
Partners and Growth Fund 2006 Ltd., except to the extent of their pecuniary interest therein which is held through their respective family trusts.
(10) Draper Fisher Jurvetson Partners Growth Fund 2006, LLC, a California limited liability Company (
Growth Fund LLC
)
is a
side-by-side
fund of Growth Fund. The managing members of Growth Fund LLC are Messrs. Fisher, Bailey, Schuler, Glein, Draper and Jurvetson. Decisions with
respect to Growth Fund LLC securities are made automatically in conjunction with decisions by Growth Fund. Messrs. Fisher, Bailey, Schuler, Glein, Draper and Jurvetson disclaim beneficial ownership of the shares held by Growth Fund LLC except
to the extent of their pecuniary interest therein which is held through their respective family trusts.
(11) Draper Fisher Jurvetson
Fund IX, L.P., is a Cayman Islands exempted limited partnership (
Fund IX
).
(12) Draper Fisher Jurvetson Fund IX
Partners, L.P., is a Cayman Islands exempted limited partnership (
Fund IX Partners
) and an affiliate of Fund IX and the general partner of Fund IX.
(13) DFJ Fund IX, Ltd., a Cayman Islands limited liability company (
Fund IX Ltd.
) and an affiliate of Fund IX, is the
general partner to Fund IX Partners. Messrs. Draper, Fisher and Jurvetson are the managing directors of Fund IX Ltd. Messrs. Draper, Fisher and Jurvetson exercise shared voting and investment powers over the shares held by Fund IX
Ltd. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of shares held by Fund IX, Fund IX Partners and Fund IX Ltd., except to the extent of their pecuniary interest therein.
(14) Draper Fisher Jurvetson Partners IX, LLC, a California limited liability company (
Fund IX LLC
) is a
side-by-side
fund of Fund IX. The managing members of Fund IX LLC are Messrs. Draper, Fisher and Jurvetson. Decision with respect to Fund IX LLC securities are made
automatically in conjunction with decisions by Fund IX. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Fund IX LLC except to the extent of their pecuniary interest therein.
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
27
of 40 Pages
|
(15) Timothy Draper, a United States citizen (
Draper
), is a managing
director of Fund VIII and Fund IX and a managing member of Partners VIII, Fund IX LLC and Growth Fund LLC.
(16) John H. N. Fisher, a
United States citizen (
Fisher
) is a managing director of Fund VIII, Fund IX, Growth Fund and a managing member of Partners VIII and Fund IX LLC and Growth Fund LLC.
(17) Stephen T. Jurvetson, a United States citizen (
Jurvetson
) is a managing director of Fund VIII, Fund IX, and a
managing member of Partners VIII, Fund IX LLC and Growth Fund LLC.
(18) Mark W. Bailey, a United States citizen, is a managing
director of Growth Fund and a managing member of Growth Fund LLC.
(19) Barry M. Schuler, a United States citizen
(
Schuler
) is a managing director of Growth Fund and a managing member of Growth Fund LLC.
(20) Randy Glein, a
United States citizen (
Glein
), is a managing director of Growth Fund and a managing member of Growth Fund LLC.
(21)
JABE, LLC, is a California limited liability company (
JABE
). Mr. Draper is managing member of JABE and has voting and investment power with respect to the shares held by JABE. Mr. Draper disclaims beneficial ownership
except to the extent of his pecuniary interest therein.
(22) The Draper Foundation is a California corporation. Mr. Draper is its
President. Mr. Draper has sole voting and investment power over the shares owned by The Draper Foundation. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(23) The Meteor Group, LLC, is a California limited liability company. Mr. Schuler is the managing member and has sole investment and
voting power of the shares. Mr. Schuler disclaims beneficial ownership except to the extent of his pecuniary interest therein.
Item 2(a)
|
Name of person filing:
|
Draper Fisher Jurvetson Fund VIII, L.P.
Draper Fisher Jurvetson Fund VIII Partners, L.P.
DFJ Fund VIII, Ltd.
Draper
Fisher Jurvetson Partners VIII, LLC
Draper Associates, L.P.
Draper Associates, Inc.
Draper
Fisher Jurvetson Growth Fund 2006, L.P.
Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P.
DFJ Growth Fund 2006, Ltd.
Draper Fisher Jurvetson Partners Growth Fund 2006, LLC
Draper Fisher Jurvetson Fund IX, L.P.
Draper Fisher Jurvetson Fund IX Partners, L.P.
DFJ Fund IX, Ltd.
Draper
Fisher Jurvetson Partners IX, LLC
Timothy C. Draper
John H. N. Fisher
Stephen T.
Jurvetson
Mark W. Bailey
Barry M. Schuler
Randy Glein
JABE, LLC
The Draper
Foundation
The Meteor Group, LLC
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
28
of 40 Pages
|
Item 2(b)
|
Address of principal business office or, if none, residence:
|
2882 Sand
Hill Road, Suite 150, Menlo Park, CA 94025
|
|
|
Draper Fisher Jurvetson Fund VIII, L.P.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Fund VIII Partners, L.P.
|
|
Cayman Islands
|
DFJ Fund VIII, Ltd.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Partners VIII, LLC
|
|
California
|
Draper Associates, L.P.
|
|
California
|
Draper Associates, Inc.
|
|
California
|
Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P.
|
|
Cayman Islands
|
DFJ Growth Fund 2006, Ltd.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Partners Growth Fund 2006, LLC
|
|
California
|
Draper Fisher Jurvetson Fund IX, L.P.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Fund IX Partners, L.P.
|
|
Cayman Islands
|
DFJ Fund IX, Ltd.
|
|
Cayman Islands
|
Draper Fisher Jurvetson Partners IX, LLC
|
|
California
|
Timothy C. Draper
|
|
United States
|
John H. N. Fisher
|
|
United States
|
Stephen T. Jurvetson
|
|
United States
|
Mark W. Bailey
|
|
United States
|
Barry M. Schuler
|
|
United States
|
Randy Glein
|
|
United States
|
JABE, LLC
|
|
California
|
The Draper Foundation
|
|
California
|
The Meteor Group, LLC
|
|
California
|
Item 2(d)
|
Title of class of securities:
Class A Common Stock, $0.0001 par value per share
|
Each of the reporting persons herein owns Class B common stock which converts on a
one-for-one
basis at any time at the option of the holder into Class A common stock except as otherwise indicated herein.
Item 2(e)
|
CUSIP No.: 10316T104
|
Item 3.
|
If this statement is filed pursuant to §
240.13d-1(b)
or
240.13d-2(b)
or (c), check whether the person filing is a:
|
|
|
|
|
|
|
|
|
|
(a)
|
|
☐
|
|
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
|
|
|
|
|
|
|
(b)
|
|
☐
|
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
29
of 40 Pages
|
|
|
|
|
|
|
|
|
|
(c)
|
|
☐
|
|
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
|
(d)
|
|
☐
|
|
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8);
|
|
|
|
|
|
|
(e)
|
|
☐
|
|
An investment adviser in accordance with §
240.13d-1(b)(1)(ii)(E);
|
|
|
|
|
|
|
(f)
|
|
☐
|
|
An employee benefit plan or endowment fund in accordance with §
240.13d-1(b)(1)(ii)(F);
|
|
|
|
|
|
|
(g)
|
|
☐
|
|
A parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G);
|
|
|
|
|
|
|
(h)
|
|
☐
|
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
|
|
|
|
|
(i)
|
|
☐
|
|
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3);
|
|
|
|
|
|
|
(j)
|
|
☐
|
|
A
non-U.S.
institution in accordance with
§240.13d-1(b)(1)(ii)(J);
|
|
|
|
|
|
|
(k)
|
|
☐
|
|
Group, in accordance with
§240.13d-1(b)(1)(ii)(K).
|
|
|
|
|
If filing as a
non-U.S.
institution in accordance with
§240.13d-1(b)(1)(ii)(J),
please specify type of
institution:
|
|
|
|
|
Not applicable
|
Item 4.
|
Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
|
The information set forth on all of the cover sheets hereto with respect to each of the Reporting Person on this Schedule 13G is incorporated
herein by reference. The percentages set forth on the cover sheets and below are calculated based on 120,980,000 shares of Class A common stock reported outstanding at December 31, 2017 and assumes the conversion of the Class B
common stock held by the relevant Reporting Person (and not any other person) into Class A common stock.
Draper Fisher Jurvetson
Fund VIII, L.P.
|
A.
|
Amount Beneficially owned: 2,980,857
|
|
B.
|
Percent of Class: 2.40%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 2,980,857
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 2,980,857
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
30
of 40 Pages
|
Draper Fisher Jurvetson Fund VIII Partners, L.P.
|
A.
|
Amount Beneficially owned: 2,980,857
|
|
B.
|
Percent of Class: 2.40%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 2,980,857
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 2,980,857
|
DFJ Fund VIII, Ltd.
|
A.
|
Amount Beneficially owned: 2,980,857
|
|
B.
|
Percent of Class: 2.40%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 2,980,857
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 2,980,857
|
Draper Fisher Jurvetson
Partners VIII, LLC
|
A.
|
Amount Beneficially owned: 66,238
|
|
B.
|
Percent of Class: 0.05%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 66,238
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 66,238
|
Draper Associates, L.P.
|
A.
|
Amount Beneficially owned: 1,170,740
|
|
B.
|
Percent of Class: 0.96%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 1,170,740
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 1,170,740
|
Draper Associates, Inc.
|
A.
|
Amount Beneficially owned: 1,170,740
|
|
B.
|
Percent of Class: 0.96%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 1,170,740
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 1,170,740
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
31
of 40 Pages
|
Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
A.
|
Amount Beneficially owned: 556,218
|
|
B.
|
Percent of Class: 0.46%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 556,218
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 556,218
|
Draper Fisher Jurvetson
Growth Fund 2006 Partners, L.P.
|
A.
|
Amount Beneficially owned: 556,218
|
|
B.
|
Percent of Class: 0.46%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 556,218
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 556,218
|
DFJ Growth Fund 2006,
Ltd.
|
A.
|
Amount Beneficially owned: 556,218
|
|
B.
|
Percent of Class: 0.46%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 556,218
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 556,218
|
Draper Fisher Jurvetson
Partners Growth Fund 2006, LLC
|
A.
|
Amount Beneficially owned: 44,968
|
|
B.
|
Percent of Class: 0.04%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 44,968
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 44,968
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
32
of 40 Pages
|
Draper Fisher Jurvetson Fund IX, L.P.
|
A.
|
Amount Beneficially owned: 932,112
|
|
B.
|
Percent of Class: 0.76%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 932,112
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 932,112
|
Draper Fisher Jurvetson
Fund IX Partners, L.P.
|
A.
|
Amount Beneficially owned: 932,112
|
|
B.
|
Percent of Class: 0.76%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 932,112
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 932,112
|
DFJ Fund IX, Ltd.
|
A.
|
Amount Beneficially owned: 932,112
|
|
B.
|
Percent of Class: 0.76%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 932,112
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 932,112
|
Draper Fisher Jurvetson
Partners IX, LLC
|
A.
|
Amount Beneficially owned: 25,256
|
|
B.
|
Percent of Class: 0.02%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 25,256
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 25,256
|
Timothy C. Draper
|
A.
|
Amount Beneficially owned: 5,902,682
|
|
B.
|
Percent of Class: 4.65%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 1,853,251
|
|
2.
|
shared power to vote or to direct the vote: 4,049,431
|
|
3.
|
sole power to dispose or to direct the disposition of: 1,853,251
|
|
4.
|
shared power to dispose or to direct the disposition of: 4,049,431
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
33
of 40 Pages
|
John H. N. Fisher
|
A.
|
Amount Beneficially owned: 5,340,532
|
|
B.
|
Percent of Class: 4.23%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 734,883
|
|
2.
|
shared power to vote or to direct the vote: 4,605,649
|
|
3.
|
sole power to dispose or to direct the disposition of: 734,883
|
|
4.
|
shared power to dispose or to direct the disposition of: 4,605,649
|
Stephen T. Jurvetson
|
A.
|
Amount Beneficially owned: 4,745,796
|
|
B.
|
Percent of Class: 3.77%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 696,365
|
|
2.
|
shared power to vote or to direct the vote: 4,049,431
|
|
3.
|
sole power to dispose or to direct the disposition of: 696,365
|
|
4.
|
shared power to dispose or to direct the disposition of: 4,049,431
|
Mark W. Bailey
|
A.
|
Amount Beneficially owned: 606,989
|
|
B.
|
Percent of Class: 0.50%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 5,803
|
|
2.
|
shared power to vote or to direct the vote: 601,186
|
|
3.
|
sole power to dispose or to direct the disposition of: 5,803
|
|
4.
|
shared power to dispose or to direct the disposition of: 601,186
|
Barry M. Schuler
|
A.
|
Amount Beneficially owned: 622,627
|
|
B.
|
Percent of Class: 0.51%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 21,441
|
|
2.
|
shared power to vote or to direct the vote: 601,186
|
|
3.
|
sole power to dispose or to direct the disposition of: 21,441
|
|
4.
|
shared power to dispose or to direct the disposition of: 601,186
|
Randy Glein
|
A.
|
Amount Beneficially owned: 602,632
|
|
B.
|
Percent of Class: 0.50%
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
34
of 40 Pages
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 1,446
|
|
2.
|
shared power to vote or to direct the vote: 601,186
|
|
3.
|
sole power to dispose or to direct the disposition of: 1,446
|
|
4.
|
shared power to dispose or to direct the disposition of: 601,186
|
JABE, LLC
|
A.
|
Amount Beneficially owned: 21,778
|
|
B.
|
Percent of Class: 0.02%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 21,778
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 21,778
|
The Draper Foundation
|
A.
|
Amount Beneficially owned: 16,089
|
|
B.
|
Percent of Class: 0.01%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 16,089
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 16,089
|
The Meteor Group, LLC
|
A.
|
Amount Beneficially owned: 3,044
|
|
B.
|
Percent of Class: 0.00%
|
|
C.
|
Number of shares owned to which such person has:
|
|
1.
|
sole power to vote or to direct the vote: 0
|
|
2.
|
shared power to vote or to direct the vote: 3,044
|
|
3.
|
sole power to dispose or to direct the disposition of: 0
|
|
4.
|
shared power to dispose or to direct the disposition of: 3,044
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
If this statement is
being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☒.
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Not
Applicable.
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
35
of 40 Pages
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
|
Not Applicable.
Item 8.
|
Identification and Classification of Members of the Group.
|
Not
Applicable.
Item 9.
|
Notice of Dissolution of Group.
|
Not Applicable.
Not applicable.
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
36
of 40 Pages
|
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: April 16, 2018
|
|
|
Draper Fisher Jurvetson Fund VIII, L.P.
|
By: Draper Fisher Jurvetson Fund VIII Partners, L.P. (general partner)
|
By: DFJ Fund VIII, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Managing Director
|
|
Draper Fisher Jurvetson Fund VIII Partners, L.P.
|
By: DFJ Fund VIII, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H. N. Fisher
|
Name:
|
|
John H. N. Fisher
|
Title:
|
|
Managing Director
|
|
DFJ Fund VIII, Ltd.
|
|
|
By:
|
|
/s/ John H. N. Fisher
|
Name:
|
|
John H. N. Fisher
|
Title:
|
|
Managing Director
|
|
Draper Fisher Jurvetson Partners VIII, LLC
|
|
|
By:
|
|
/s/ Timothy C. Draper
|
Name:
|
|
Timothy C. Draper
|
Title:
|
|
Managing Member
|
|
Draper Associates, L.P.
|
By: Draper Associates, Inc. (General Partner)
|
|
|
By:
|
|
/s/ Timothy C. Draper
|
Name:
|
|
Timothy C. Draper
|
Title:
|
|
President
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
37
of 40 Pages
|
|
|
|
Draper Associates, Inc.
|
|
|
By:
|
|
/s/ Timothy C. Draper
|
Name:
|
|
Timothy C. Draper
|
Title:
|
|
President
|
|
Draper Fisher Jurvetson Growth Fund 2006, L.P.
|
By: Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P. (general partner)
|
By: DFJ Growth Fund 2006, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Director
|
|
Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P.
|
By: DFJ Growth Fund 2006, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Director
|
|
DFJ Growth Fund 2006, Ltd.
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Director
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
38
of 40 Pages
|
|
|
|
Draper Fisher Jurvetson Partners Growth Fund 2006, LLC
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Authorized Member
|
|
Draper Fisher Jurvetson Fund IX, L.P.
|
By: Draper Fisher Jurvetson Fund IX Partners, L.P. (general partner)
|
By: DFJ Fund IX, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Managing Director
|
|
Draper Fisher Jurvetson Fund IX Partners, L.P.
|
By: DFJ Fund IX, Ltd., its general partner
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Managing Director
|
|
DFJ Fund IX, Ltd.
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Managing Director
|
|
Draper Fisher Jurvetson Partners IX, LLC
|
|
|
By:
|
|
/s/ John H.N. Fisher
|
Name:
|
|
John H.N. Fisher
|
Title:
|
|
Managing Member
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
39
of 40 Pages
|
|
|
|
/s/ Timothy C. Draper
|
Timothy C. Draper
|
|
/s/ John H. N. Fisher
|
John H. N. Fisher
|
|
/s/ Stephen T. Jurvetson
|
Stephen T. Jurvetson
|
|
/s/ Mark W. Bailey
|
Mark W. Bailey
|
|
/s/ Barry M. Schuler
|
Barry M. Schuler
|
|
/s/ Randy Glein
|
Randy Glein
|
|
JABE, LLC
|
|
|
By:
|
|
/s/ Timothy C. Draper
|
Name:
|
|
Timothy C. Draper
|
Title:
|
|
Managing Member
|
|
The Draper Foundation
|
|
|
By:
|
|
/s/ Timothy C. Draper
|
Name:
|
|
Timothy C. Draper
|
Title:
|
|
President
|
|
The Meteor Group, LLC
|
|
|
By:
|
|
/s/ Barry M. Schuler
|
Name:
|
|
Barry M. Schuler
|
Title:
|
|
Managing Member
|
|
|
|
13G
|
CUSIP NUMBER 10316T104
|
|
Page
40
of 40 Pages
|
Exhibit Index
|
|
|
Exhibit
|
|
Description
|
|
|
99.1
|
|
Statement pursuant to Rule
13d-1(k)(1)(iii),
filed herewith
|