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^*

Richards Jeffrey Gordon

(Last)

(First)

(Middle)

C/O BIGCOMMERCE HOLDINGS, INC.

11305 FOUR POINTS DR, BLDG II, 3RD FLOOR

(Street)

AUSTIN

78726

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/04/2020

3. Issuer Name and Ticker or Trading Symbol
BigCommerce Holdings, Inc. [ BIGC ]

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

X	Director	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)

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 E Preferred Stock	⁽¹⁾	⁽¹⁾	Series 1 Common Stock	2,590,043	⁽¹⁾	I	See Footnote⁽²⁾
Series F Preferred Stock	⁽¹⁾	⁽¹⁾	Series 1 Common Stock	118,708	⁽¹⁾	I	See Footnote⁽²⁾
Series E Preferred Stock	⁽¹⁾	⁽¹⁾	Series 1 Common Stock	95,054	⁽¹⁾	I	See Footnote⁽³⁾
Series F Preferred Stock	⁽¹⁾	⁽¹⁾	Series 1 Common Stock	4,356	⁽¹⁾	I	See Footnote⁽³⁾

1. Name and Address of Reporting Person^*

Richards Jeffrey Gordon

(Last)

(First)

(Middle)

C/O BIGCOMMERCE HOLDINGS, INC.

11305 FOUR POINTS DR, BLDG II, 3RD FLOOR

(Street)

AUSTIN

78726

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

GGV Capital V L.P.

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 4,

SUITE 230

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

GGV Capital V Entrepreneurs Fund L.P.

(Last)

(First)

(Middle)

3000 SAND HILL ROAD, BUILDING 4,

SUITE 230

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Each share of Series E Preferred Stock and Series F Preferred Stock (a) shall automatically convert into shares of Series 1 Common Stock at the applicable conversion ratio set forth in the Issuer's certificate of incorporation immediately prior to the completion of the Issuer's initial public offering of Series 1 Common Stock and (b) has no expiration date.

2. The reported securities are held directly by GGV Capital V L.P. GGV Capital V L.L.C. is the general partner of GGV Capital V L.P. The Reporting Person is the managing director of GGV Capital V L.L.C., and, as a result, may be deemed to have voting and dispositive power over the shares held by by GGV Capital V L.P.

3. The reported securities are held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. is the general partner of GGV Capital V Entrepreneurs Fund L.P. The Reporting Person is the managing director of GGV Capital V L.L.C., and, as a result, may be deemed to have voting and dispositive power over the shares held by by GGV Capital V Entrepreneurs Fund L.P.

Remarks:

GGV Capital V L.P. - The Reporting Person is the managing director of GGV Capital V LLC, the general partner of GGV Capital V L.P. GGV Capital V Entrepreneurs Fund L.P. - The Reporting Person is the managing director of GGV Capital V LLC, the general partner of GGV Capital V Entrepreneurs Fund L.P.

	/s/ Jeffrey Richards	08/04/2020
	GGV Capital V L.P., By: GGV Capital V L.L.C., its General Partner, By: /s/ Jeffrey Richards	08/04/2020
	GGV Capital V Entrepreneurs Fund L.P., By: GGV Capital V L.L.C., its General Partner,By: /s/ Jeffrey Richards	08/04/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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