Shasta Ventures II Amends Stake in Nextdoor Holdings

TL;DR

Shasta Ventures II filed an update on their Nextdoor stake. Check ownership changes.

AI Summary

Shasta Ventures II, L.P. filed an amendment (No. 2) to its Schedule 13D on June 7, 2024, regarding Nextdoor Holdings, Inc. The filing indicates a change in the reporting person's beneficial ownership of Nextdoor's Class A common stock. Shasta Ventures II, L.P. is a significant investor in Nextdoor, previously known as Khosla Ventures Acquisition Co. II.

Why It Matters

This amendment signals a potential shift in the ownership structure or investment strategy of a key shareholder in Nextdoor, which could influence the company's future direction.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate shifts in investor sentiment or strategy, potentially impacting stock price.

Key Players & Entities

• Shasta Ventures II, L.P. (company) — Reporting Person
• Nextdoor Holdings, Inc. (company) — Subject Company
• Khosla Ventures Acquisition Co. II (company) — Former Company Name
• Avery Cannon (person) — Authorized to Receive Notices

FAQ

Key Financial Figures

• $0.0001 — Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securiti

Filing Documents

• tm2416715d1_sc13da.htm (SC 13D/A) — 79KB
• 0001104659-24-069648.txt ( ) — 81KB

Purpose of Transaction

Item 4. Purpose of Transaction

of the

Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following paragraph at the end of Item 4: On June 5, 2024, Shasta Ventures II made a pro rata in-kind distribution for no additional consideration of an aggregate of 5,000,000 shares of Class B common stock to its general partner and limited partners. Of the shares distributed by Shasta Ventures II, SVII GP received 1,040,000 shares. Pursuant to the applicble provisions of the Issuer’s certificate of incorporation, the distributed shares automatically converted to Class A common stock upon transfer. On June 5, 2024, SVII GP made a further pro rata in-kind distribution for no additional consideration of 1,015,000 shares received in the distribution by Shasta Ventures II to its members.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) – (b). The following information with respect to the 2024: Reporting Persons Shares Held Directly Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Beneficial Percentage of Combined Common Stock (3) Percentage of Class A Common Stock (3) Shasta Ventures II (1) 18,360,232 18,360,232 18,360,232 18,360,232 4.7 % 8.5 % SVII GP (1) (2) 45,000 18,405,232 18,405,232 18,405,232 4.7 % 8.5 % (1) Includes shares of Class A common stock issuable upon conversion of 18,360,232 shares of Class B common stock held by Shasta Ventures II. SVII GP serves as the sole general partner of Shasta Ventures II and, as such, SVII GP possesses voting and dispositive power over the shares held by Shasta Ventures II. (2) Includes 45 ,000 shares of Class A common stock held by SVII GP. (3) Calculations of the percentage of combined common stock beneficially owned is based on 390,281,701 shares of common stock (189,105,696 shares of Class A common stock and 201,176,005 shares of Class B common stock) issued and outstanding as of May 3, 2024, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on May 7, 2024. Calculations of the percentage of the shares of Class A common stock beneficially owned is based on 189,105,696 shares of Class A common stock, as adjusted to reflect the conversions of Class B common stock by Shasta Ventures II subsequent to May 3, 2024 (including the conversion described in Item 4 of this Amendment) and as further adjusted pursuant to SEC Rule 13d-3. (c) Except as set forth herein, none of the Reporting Persons has effected any transactions in shares of the Issuer’s Class A common stock since May 30, 2024, the date as of which beneficial

View Full Filing

View this SC 13D/A filing on SEC EDGAR