SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

SCGF III MANAGEMENT LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/06/2017

3. Issuer Name and Ticker or Trading Symbol
Elevate Credit, Inc. [ ELVT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,296⁽¹⁾	I	By Sequoia Capital Franchise Fund, L.P.⁽²⁾⁽³⁾
Common Stock	1,813⁽¹⁾	I	By Sequoia Capital Franchise Partners, L.P.⁽²⁾⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	1,587,132	⁽⁴⁾	I	By Sequoia Capital Growth Fund III, L.P.⁽³⁾⁽⁵⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	279,533	⁽⁴⁾	I	By Sequoia Capital IX, L.P.⁽³⁾⁽⁶⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	256,234	⁽⁴⁾	I	By Sequoia Capital Franchise Fund, L.P.⁽²⁾⁽³⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	77,725	⁽⁴⁾	I	By Capital Growth III Principals Fund, LLC⁽³⁾⁽⁵⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	34,940	⁽⁴⁾	I	By Sequoia Capital Franchise Partners, L.P.⁽²⁾⁽³⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	17,496	⁽⁴⁾	I	By Sequoia Capital Growth Partners III, L.P.⁽³⁾⁽⁵⁾
Series A Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	11,646	⁽⁴⁾	I	By Sequoia Capital Entrepreneurs Annex Fund, L.P.⁽³⁾⁽⁶⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	469,955	⁽⁷⁾	I	By Sequoia Capital Growth Fund III, L.P.⁽³⁾⁽⁵⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	82,771	⁽⁷⁾	I	By Sequoia Capital IX, L.P.⁽³⁾⁽⁶⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	75,872	⁽⁷⁾	I	By Sequoia Capital Franchise Fund, L.P.⁽²⁾⁽³⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	23,015	⁽⁷⁾	I	By Capital Growth III Principals Fund, LLC⁽³⁾⁽⁵⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	10,346	⁽⁷⁾	I	By Sequoia Capital Franchise Partners, L.P.⁽²⁾⁽³⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	5,181	⁽⁷⁾	I	By Sequoia Capital Growth Partners III, L.P.⁽³⁾⁽⁵⁾
Series B Preferred Stock	⁽⁷⁾	⁽⁷⁾	Common Stock	3,448	⁽⁷⁾	I	By Sequoia Capital Entrepreneurs Annex Fund, L.P.⁽³⁾⁽⁶⁾

1. Name and Address of Reporting Person^*

SCGF III MANAGEMENT LLC

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL GROWTH FUND III

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

MORITZ MICHAEL J

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL FRANCHISE PARTNERS LP

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL FRANCHISE FUND LP

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL ENTERPRENEURS ANNEX FUND

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL IX

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LEONE DOUGLAS M

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL GROWTH III PRINCIPALS FUND

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL GROWTH PARTNERS III

(Last)

(First)

(Middle)

2800 SAND HILL ROAD, SUITE 101

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The number of shares of common stock reported does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering.

2. SCFF Management, LLC is the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P. The managing members of SCFF Management are Douglas M. Leone and Michael J. Moritz. Each of the managing members of SCFF III Management, LLC may be deemed to share beneficial ownership of the shares held by the Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P.

3. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

4. The Series A preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering.

5. SCGF III Management, LLC is the general partner of each of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P., and is the managing member of Sequoia Capital Growth III Principals Fund, LLC. As a result, SCGF III Management, LLC may be deemed to share voting and dispositive power with respect to the shares held by Sequoia Capital Growth Partners III, L.P., Sequoia Capital Growth Fund III, L.P. and Sequoia Capital Growth III Principals Fund, LLC.

6. SC IX.I Management, LLC is the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P.

7. The Series B preferred stock is convertible into issuer common stock on a one-for-one basis and has no expiration date. The number of underlying shares of common stock reported in Column 3 does not reflect a 2.5-for-1 forward stock split, to be effective upon the closing of the issuer's initial public offering.

Remarks:

	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P.	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Michael J. Moritz	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P.	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCFF Management, LLC, the general partner of Sequoia Capital Franchise Fund L.P. and Sequoia Capital Franchise Partners, L.P.	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P.	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SC IX.I Management, LLC, the General Partner of each of Sequoia Capital IX, L.P. and Sequoia Capital Entrepreneurs Annex Fund, L.P.	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the managing member of Sequoia Capital Growth III Principals Fund, LLC	04/06/2017
	/s/ Jung Yeon Son, by power of attorney for Douglas M. Leone, a Managing Member of SCGF III Management, LLC, the general partner of Sequoia Capital Growth Partners III, L.P. and Sequoia Capital Growth Fund III, L.P.	04/06/2017
	** Signature of Reporting Person	Date
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