Sumitomo Mitsui Trust Discloses Passive Stake in Nextdoor

TL;DR

**Sumitomo Mitsui Trust is a passive investor in Nextdoor, holding shares but not seeking control.**

AI Summary

Sumitomo Mitsui Trust Holdings, Inc. (SMTH) has filed an SC 13G, indicating they beneficially own shares of Nextdoor Holdings, Inc. Class A common stock as of December 31, 2023. This filing, made under Rule 13d-1(b), signifies that SMTH is a passive investor, not seeking to influence or control Nextdoor's management. For Nextdoor shareholders, this means a significant institutional investor holds a stake, potentially signaling confidence in the company, but without any immediate implications for strategic changes.

Why It Matters

This filing reveals a major financial institution's investment in Nextdoor, which can be seen as a vote of confidence, but their passive role means no immediate operational changes are expected.

Risk Assessment

Risk Level: low — This filing indicates a passive investment, posing minimal risk to current shareholders as no activist intentions are declared.

Analyst Insight

A smart investor would note the institutional interest from Sumitomo Mitsui Trust Holdings, Inc. as a potential positive signal, but recognize that their passive investment under Rule 13d-1(b) means no immediate strategic changes or activist pressure are expected for Nextdoor Holdings, Inc.

Key Players & Entities

• Sumitomo Mitsui Trust Holdings, Inc. (company) — reporting person and beneficial owner
• Nextdoor Holdings, Inc. (company) — subject company (issuer)
• NIKKO ASSET MANAGEMENT CO., LTD. (company) — group member
• December 31, 2023 (date) — date of event requiring filing
• $0.0001 (dollar_amount) — par value per share of Class A common stock

FAQ

Key Financial Figures

• $0 — suer) Class A common stock, par value $0. 0001 per share (Title of Class of Se

Filing Documents

• next130244sc13g.htm (SC 13G) — 60KB
• 0001214659-24-001844.txt ( ) — 62KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Nextdoor Holdings, Inc.

(b). Address of Issuer's Principal Executive Offices

Item 1(b). Address of Issuer's Principal Executive Offices: 420 Taylor Street , San Francisco, California 94102

(a). Name of Person Filing

Item 2(a). Name of Person Filing: Sumitomo Mitsui Trust Holdings, Inc. Nikko Asset Management Co., Ltd.

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence: SMTH: 1-4-1 Marunouchi, Chiyoda-ku, Tokyo 100-8233, Japan NAM: Midtown Tower, 9-7-1 Akasaka, Minato-ku, Tokyo 107-6242, Japan

(c). Citizenship

Item 2(c). Citizenship: SMTH: Japan NAM: Japan

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Class A common stock, par value $0. 0001 per share

(e). CUSIP Number

Item 2(e). CUSIP Number: 65345M108 Page 4 of 9

If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a

Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: SMTH: (a) o Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (f) o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); (g) x A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) o 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) x A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); (k) o 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 the type of institution: Parent Holding Company NAM: (a) o Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (b) o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); (c) o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); (d) o Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) x An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); (f) o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); (g) x A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); (h) o

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1. SMTH: (a) Amount beneficially owned: 9,640,128 (b) Percent of class: 5.29% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 9,640,128 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 9,640,128 NAM: (a) Amount beneficially owned: 9,640,128 (b) Percent of class: 5.29% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 9,640,128 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 9,640,128 Page 6 of 9

Ownership of Five Percent or Less of a Class

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 five percent of the class of securities, check the following. o

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. See Exhibit A. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. See Exhibit A.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. Not applicable.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not applicable.

Certifications

Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 7 of 9 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. Date: February 5, 2024 Sumitomo Mitsui Trust Holdings, Inc. (Company) /s/ Hideaki Takamiya (Signature) Hideaki Takamiya / Senior Manager of Risk Management Dept (Name/Title) Nikko Asset Management Co.,Ltd (Company) /s/ Atsushi Ohya (Signature) Atsushi Ohya / Head of Business Regulatory Compliance (Name/Title) Page 8 of 9 Exhibit A Pursuant to the instructions in Item 6 and Item 7 of Schedule 13G, the securities being reported on by each of SMTH and NAM, as parent holding companies, are owned, or may be deemed to be beneficially owned, by their subsidiary Nikko Asset Management Americas, Inc., which is classified as an investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). Page 9 of 9

View Full Filing

View this SC 13G filing on SEC EDGAR