Schedule 13G/A filing reporting ownership in Dave, Inc. This amendment discloses that Norwest Venture Partners XIV LP and affiliated entities collectively report beneficial ownership of 232,675 shares of Dave, Inc. Class A common stock, representing 2.0% of the class based on 11,826,358 shares outstanding as of April 28, 2025. The shares are held directly by NVP XIV with shared voting and dispositive power reported; sole voting and dispositive power are zero. The Reporting Persons state the holdings were not acquired to change or influence control and disclaim status as a group.
Positive
Clear disclosure of beneficial ownership: 232,675 shares reported
Position size quantified: represents 2.0% of Class A based on 11,826,358 shares outstanding
Negative
None.
Insights
TL;DR: A small, non-controlling 2.0% stake reported by venture investors; not material to control.
The filing shows a 232,675-share position (2.0%) held directly by Norwest Venture Partners XIV LP with shared voting/dispositive power across affiliated entities and named individuals. The position is below the 5% materiality threshold, the filers disclaim group status, and the certification states the stake is not intended to influence control. For investors, this represents a passive minority stake disclosed under Schedule 13G/A rather than an active Section 13(d) acquisition.
TL;DR: Governance impact is limited; shared authority noted but no control assertion.
The report records shared voting and dispositive authority among the VC entities and two individuals, which may indicate coordinated oversight but the filers explicitly disclaim being a "group." Because sole voting power is zero and the stake is 2.0%, this holding does not confer control or trigger heightened reporting under 13(d). The certification clarifies no intent to change control, aligning the filing with a passive investor profile.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Dave, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.0001
(Title of Class of Securities)
23834J201
(CUSIP Number)
06/30/2025
(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)
SCHEDULE 13G
CUSIP No.
23834J201
1
Names of Reporting Persons
Norwest Venture Partners XIV LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
232,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
232,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
232,675.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.0 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
23834J201
1
Names of Reporting Persons
Genesis VC Partners XIV, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
232,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
232,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
232,675.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
23834J201
1
Names of Reporting Persons
NVP Associates, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
232,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
232,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
232,675.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.0 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
23834J201
1
Names of Reporting Persons
Jeffrey Crowe
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
232,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
232,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
232,675.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.0 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP No.
23834J201
1
Names of Reporting Persons
Jon Erik Kossow
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
232,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
232,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
232,675.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.0 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Dave, Inc.
(b)
Address of issuer's principal executive offices:
1265 South Cochran Avenue, Los Angeles, CA, 90019.
Item 2.
(a)
Name of person filing:
The names of the persons filing this report (collectively, the "Reporting Persons") are:
Norwest Venture Partners XIV, LP ("NVP XIV")
Genesis VC Partners XIV, LLC ("Genesis XIV")
NVP Associates, LLC ("NVP Associates")
Jeffrey Crowe ("Crowe")
Jon E. Kossow ("Kossow")
The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G.
(b)
Address or principal business office or, if none, residence:
The address for each of the Reporting Persons is:
1300 El Camino Real, Suite 200
Menlo Park, CA 94025
(c)
Citizenship:
NVP XIV Delaware
Genesis XIV Delaware
NVP Associates Delaware
Crowe United States
Kossow United States
(d)
Title of class of securities:
Class A Common Stock, par value $0.0001
(e)
CUSIP No.:
23834J201
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
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)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
The Reporting Persons' ownership of the Issuer's securities consists of 232,675 shares of Class A common stock held directly by NVP XIV.
Genesis XIV is the general partner of NVP XIV. NVP Associates is the managing member of Genesis XIV and Crowe and Kossow are Co-Chief Executive Officers of NVP Associates. Each of Genesis XIV, NVP Associates, Crowe and Kossow, may be deemed to share voting and investment authority over these shares.
(b)
Percent of class:
Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference. The percentage set forth in each row 11 is based upon 11,826,358 shares of Class A common stock outstanding as of April 28, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 8, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Row 5 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(ii) Shared power to vote or to direct the vote:
Row 6 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(iii) Sole power to dispose or to direct the disposition of:
Row 7 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
(iv) Shared power to dispose or to direct the disposition of:
Row 8 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2025 and is incorporated by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 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 or Control Person.
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:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
Norwest Venture Partners XIV LP
Signature:
/s/ Matthew De Dominicis
Name/Title:
Chief Financial Officer
Date:
08/14/2025
Genesis VC Partners XIV, LLC
Signature:
/s/ Matthew De Dominicis
Name/Title:
Chief Financial Officer
Date:
08/14/2025
NVP Associates, LLC
Signature:
/s/ Matthew De Dominicis
Name/Title:
Chief Financial Officer
Date:
08/14/2025
Jeffrey Crowe
Signature:
/s/ Matthew De Dominicis
Name/Title:
Matthew De Dominicis, Attorney-in-Fact
Date:
08/14/2025
Jon Erik Kossow
Signature:
/s/ Matthew De Dominicis
Name/Title:
Matthew De Dominicis, Attorney-in-Fact
Date:
08/14/2025
Exhibit Information
Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit A to the Schedule 13G filed by the Reporting Persons with the SEC on February 14, 2023).
How many Dave, Inc. (DAVEW) shares do the Reporting Persons own?
They report beneficial ownership of 232,675 shares of Class A common stock.
What percentage of Dave, Inc. does the reported holding represent?
The filing states the position represents 2.0% of the Class A shares, based on 11,826,358 shares outstanding as of April 28, 2025.
Who holds the shares and who has voting power?
The shares are held directly by Norwest Venture Partners XIV LP; Genesis VC Partners XIV, NVP Associates, Jeffrey Crowe and Jon E. Kossow are reported to share voting and dispositive power over the shares.
Is this filing an indication of an attempt to take control of Dave, Inc.?
No. The Reporting Persons certify the securities were not acquired to change or influence control and they disclaim status as a group.
When is the ownership measured in this filing?
The aggregate ownership is reported as of June 30, 2025 and the outstanding share count referenced is as of April 28, 2025.
