SC 13G: Schedule filed to report acquisition of beneficial ownership of 5% or more of a class of equity securities by passive investors and certain institutions
Published on February 7, 2022
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
UiPath, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.00001 per share
(Title of Class of Securities)
90364P105
(CUSIP Number)
December 31, 2021
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on 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).
| CUSIP No. 90364P105 | SCHEDULE 13G | Page 2 of 5 |
| 1 |
NAME OF REPORTING PERSON
Digital East Fund 2013 SCA SICAR |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
|
|
| 3 |
SEC USE ONLY
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
0 |
||
| 6 |
SHARED VOTING POWER
15,639,146 |
|||
| 7 |
SOLE DISPOSITIVE POWER
0 |
|||
| 8 |
SHARED DISPOSITIVE POWER
15,639,146 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,639,146 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ |
|
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.53%** |
|
| 12 |
TYPE OF REPORTING PERSON
FI |
* Percentage ownership is based upon 442,775,415 Class A common stock of the Issuer issued and outstanding as of December 6, 2021, as reported in the Issuer’s quarterly report on Form 10-Q as filed with the Securities and Exchange Commission on December 10, 2021.
| CUSIP No. 90364P105 | SCHEDULE 13G | Page 3 of 5 |
| 1 |
NAME OF REPORTING PERSON
Earlybird Management S.A. |
|
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
|
|
| 3 |
SEC USE ONLY
|
|
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Luxembourg |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER
0 |
||
| 6 |
SHARED VOTING POWER
15,639,146 |
|||
| 7 |
SOLE DISPOSITIVE POWER
0 |
|||
| 8 |
SHARED DISPOSITIVE POWER
15,639,146 |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,639,146 |
|
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐ |
|
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.53%** |
|
| 12 |
TYPE OF REPORTING PERSON
FI |
* Percentage ownership is based upon 442,775,415 Class A common stock of the Issuer issued and outstanding as of December 6, 2021, as reported in the Issuer’s quarterly report on Form 10-Q as filed with the Securities and Exchange Commission on December 10, 2021.
| CUSIP No. 90364P105 | SCHEDULE 13G | Page 4 of 5 |
| Item 1(a). | Name of Issuer |
UiPath, Inc. (the “Issuer”)
| Item 1(b). | Address of Issuer’s Principal Executive Offices |
452 5th Avenue, 22nd Floor New York, New York 10018
| Item 2(a). | Name of Person Filing |
Digital East Fund 2013 SCA SICAR
Earlybird Management S.A.
| Item 2(b). | Address of Principal Business Office or, if None, Residence |
7, Avenue Gaston Diderich
Luxembourg 179101
| Item 2(c). | Citizenship |
Luxembourg L-1420
| Item 2(d). | Title of Class of Securities |
Class A Common Stock, par value $0.00001 per share
| Item 2(e). | CUSIP Number |
90364P105
| 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: |
Not applicable.
| Item 4. | Ownership |
With respect to the beneficial ownership of the Reporting Person, see Items 5 through 11 of the cover pages to this Schedule 13G, which are incorporated herein by reference.
| 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.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Not Applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not Applicable.
| Item 9. | Notice of Dissolution of Group. |
Not Applicable.
| Item 10. | Certifications. |
Not applicable.
| CUSIP No. 90364P105 | SCHEDULE 13G | Page 5 of 5 |
SIGNATURES
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: February 5, 2022
| DIGITAL EAST FUND 2013 SCA SICAR | |
| /s/ Roland Manger | |
| Roland Manger | |
| Director | |
| EARLYBIRD MANAGEMENT S.A. | |
| /s/ Roland Manger | |
| Roland Manger | |
| Director |