[SCHEDULE 13G] Ethos Technologies Inc. Passive Investment Disclosure (>5%)
Filing Impact
Filing Sentiment
Form Type
SCHEDULE 13G
Sequoia-related entities report substantial beneficial ownership in Ethos Technologies Inc. The filing states 11,857,508 shares of Class A Common Stock are issuable upon conversion of Class B shares, representing 27.8% of Class A outstanding. The filing also lists an additional 142,616 shares ( 0.5% ) connected to Sequoia scout vehicles. All percentages are calculated as of February 28, 2026 based on 30,790,388 shares outstanding. The disclosure shows a layered ownership structure: multiple Cayman and Delaware entities and management/general partner relationships that aggregate voting and dispositive power across funds and management vehicles.
Positive
- None.
Negative
- None.
Insights
Sequoia group holds a dominant convertible position in Ethos, centered in shared voting/dispositive power.
The excerpt lists 11,857,508 shares of Class A stock issuable upon conversion of Class B stock, shown as 27.8% of Class A outstanding as of February 28, 2026. It attributes those shares across multiple Sequoia funds and management entities and explains the general partner relationships that concentrate shared voting and dispositive power.
Key dependencies include the conversion mechanics from Class B to Class A and the continued aggregation of holdings through the named funds. Public filings or company disclosures will show whether conversion rights or voting arrangements change over time.
Filing highlights complex fund/manager layering that affects reported shared control.
The disclosure enumerates direct and indirect holdings (for example, 8,027,281 shares held by one fund and 2,132,408 by another) and states which entities serve as general partners (e.g., SC U.S. VENTURE XV MANAGEMENT, SC US (TTGP)). This explains why shared voting/dispositive columns show aggregated control across related entities.
Observation: the filing documents beneficial ownership percentages and the chain of control; further changes would appear in subsequent Schedule 13 filings or Form 4s if conversions or transfers occur.
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Ethos Technologies Inc. (Name of Issuer) |
Class A Common Stock, $0.0001 par value (Title of Class of Securities) |
29765A101 (CUSIP Number) |
03/31/2026
(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) |
schemaVersion:
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. VENTURE PARTNERS FUND XV, L.P. ("STP XV") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
121,541.00 | ||||||||
| 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)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 121,541 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. GROWTH FUND VIII, L.P. ("SEQUOIA CAPITAL U.S. GROWTH FUND VIII") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,132,408.00 | ||||||||
| 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)
6.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 2,132,408 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. VENTURE PARTNERS FUND XV (Q), L.P. ("STPQ XV") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
337,996.00 | ||||||||
| 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)
1.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 337,996 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. VENTURE FUND XV, L.P. ("SC XV") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,027,281.00 | ||||||||
| 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)
20.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 8,027,281 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SPELUNKER CHANNEL HOLDINGS, LLC ("SPELUNKER") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
79,246.00 | ||||||||
| 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)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Includes 79,246 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
NALRENA, LLC ("NALRENA") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
63,370.00 | ||||||||
| 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)
0.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Includes 63,370 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. VENTURE XV PRINCIPALS FUND, L.P. ("SC XV PF") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,238,282.00 | ||||||||
| 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)
3.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 1,238,282 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SC U.S. VENTURE XV MANAGEMENT, L.P. ("SC U.S. VENTURE XV MANAGEMENT") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,725,100.00 | ||||||||
| 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)
24.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 9,725,100 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, and 8,027,281 shares are directly owned by SC XV. SC U.S. VENTURE XV MANAGEMENT is the general partner of STP XV, SC XV PF, STPQ XV, and SC XV.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SC U.S. GROWTH VIII MANAGEMENT, L.P. ("SC U.S. GROWTH VIII MANAGEMENT") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,132,408.00 | ||||||||
| 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)
6.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 2,132,408 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. SC U.S. GROWTH VIII MANAGEMENT is the general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SC US (TTGP), LTD. ("SC US (TTGP)") | ||||||||
| 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
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
11,857,508.00 | ||||||||
| 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)
27.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Includes 11,857,508 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, 8,027,281 shares are directly owned by SC XV, and 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. The general partner of STP XV, SC XV PF, STPQ XV, and SC XV is SC U.S. VENTURE XV MANAGEMENT. The general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII is SC U.S. GROWTH VIII MANAGEMENT. The general partner of SC U.S. VENTURE XV MANAGEMENT and SC U.S. GROWTH VIII MANAGEMENT is SC US (TTGP).
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. SCOUT FUND IV, L.L.C. ("SCOUT FUND IV") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
142,616.00 | ||||||||
| 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)
0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Includes 142,616 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SEQUOIA CAPITAL U.S. SCOUT SEED FUND 2013, L.P. ("SC US SSF 2013") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
142,616.00 | ||||||||
| 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)
0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 142,616 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SC U.S. SCOUT SEED FUND 2013 MANAGEMENT, L.P. ("SC SSF 2013 MGMT") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
142,616.00 | ||||||||
| 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)
0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: Includes 142,616 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| CUSIP Number(s): | 29765A101 |
| 1 | Names of Reporting Persons
SC US SSF 2013 (TTGP), L.L.C. ("SC US SSF 2013 TTGP") | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
142,616.00 | ||||||||
| 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)
0.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Includes 142,616 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by the Reporting Person, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT. SC US SSF 2013 TTGP is the General Partner of SC SSF 2013 MGMT.
Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Ethos Technologies Inc. | |
| (b) | Address of issuer's principal executive offices:
90 New Montgomery Street, Suite 1500, San Francisco, CA 94105 | |
| Item 2. | ||
| (a) | Name of person filing:
SC US (TTGP), Ltd.
SC U.S. Venture XV Management, L.P.
Sequoia Capital U.S. Venture Fund XV, L.P.
Sequoia Capital U.S. Venture Partners Fund XV, L.P.
Sequoia Capital U.S. Venture XV Principals Fund, L.P.
Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P.
SC U.S. Growth VIII Management, L.P.
Sequoia Capital U.S. Growth Fund VIII, L.P.
SC US SSF 2013 (TTGP), L.L.C.
SC U.S. Scout Seed Fund 2013 Management, L.P.
Sequoia Capital U.S. Scout Seed Fund 2013, L.P.
Sequoia Capital U.S. Scout Fund IV, L.L.C.
Spelunker Channel Holdings, LLC
Nalrena, LLC
| |
| (b) | Address or principal business office or, if none, residence:
2800 Sand Hill Road, Suite 101, Menlo Park, CA 94025 | |
| (c) | Citizenship:
SC US (TTGP), Ltd., SC U.S. Venture XV Management, L.P., Sequoia Capital U.S. Venture Fund XV, L.P., Sequoia Capital U.S. Venture Partners Fund XV, L.P., Sequoia Capital U.S. Venture XV Principals Fund, L.P. , Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P., SC U.S. Growth VIII Management, L.P., and Sequoia Capital U.S. Growth Fund VIII, L.P. are each organized under the laws of the Cayman Islands. Nalrena, LLC, Sequoia Capital U.S. Scout Fund IV, L.L.C., Sequoia Capital U.S. Scout Seed Fund 2013, L.P., SC U.S. Scout Seed Fund 2013 Management, L.P., Spelunker Channel Holdings, LLC, and SC US SSF 2013 (TTGP), L.L.C. are each organized under the laws of the State of Delaware. | |
| (d) | Title of class of securities:
Class A Common Stock, $0.0001 par value | |
| (e) | CUSIP Number(s):
29765A101 | |
| 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:
Includes 11,857,508 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by SC US (TTGP), of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, 8,027,281 shares are directly owned by SC XV, and 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. The general partner of STP XV, SC XV PF, STPQ XV, and SC XV is SC U.S. VENTURE XV MANAGEMENT. The general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII is SC U.S. GROWTH VIII MANAGEMENT. The general partner of SC U.S. VENTURE XV MANAGEMENT and SC U.S. GROWTH VIII MANAGEMENT is SC US (TTGP).
Includes 142,616 shares of Class A Common Stock issuable upon the conversion of an equivalent number of shares of Class B Common Stock beneficially owned by SC US SSF 2013 TTGP, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT. SC US SSF 2013 TTGP is the General Partner of SC SSF 2013 MGMT.
| |
| (b) | Percent of class:
27.8%; 0.5%. Based on a total of 30,790,388 shares of Class A Common Stock outstanding as of February 28, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2026. | |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
Sequoia Capital U.S. Venture Partners Fund XV, L.P.: 121,541
Sequoia Capital U.S. Growth Fund VIII, L.P.: 2,132,408
Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P.: 337,996
Sequoia Capital U.S. Venture Fund XV, L.P.: 8,027,281
Spelunker Channel Holdings, LLC: 79,246
Nalrena, LLC: 63,370
Sequoia Capital U.S. Venture XV Principals Fund, L.P.: 1,238,282
SC U.S. Venture XV Management, L.P.: 9,725,100 shares, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, and 8,027,281 shares are directly owned by SC XV. SC U.S. VENTURE XV MANAGEMENT is the general partner of STP XV, SC XV PF, STPQ XV, and SC XV.
SC U.S. Growth VIII Management, L.P.: 2,132,408 shares, of which 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. SC U.S. GROWTH VIII MANAGEMENT is the general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII.
SC US (TTGP), Ltd.: 11,857,508 shares, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, 8,027,281 shares are directly owned by SC XV, and 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. The general partner of STP XV, SC XV PF, STPQ XV, and SC XV is SC U.S. VENTURE XV MANAGEMENT. The general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII is SC U.S. GROWTH VIII MANAGEMENT. The general partner of SC U.S. VENTURE XV MANAGEMENT and SC U.S. GROWTH VIII MANAGEMENT is SC US (TTGP).
Sequoia Capital U.S. Scout Fund IV, L.L.C.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV.
Sequoia Capital U.S. Scout Seed Fund 2013, L.P.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013.
SC U.S. Scout Seed Fund 2013 Management, L.P.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT.
SC US SSF 2013 (TTGP), L.L.C.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT. SC US SSF 2013 TTGP is the General Partner of SC SSF 2013 MGMT.
| ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
Sequoia Capital U.S. Venture Partners Fund XV, L.P.: 121,541
Sequoia Capital U.S. Growth Fund VIII, L.P.: 2,132,408
Sequoia Capital U.S. Venture Partners Fund XV (Q), L.P.: 337,996
Sequoia Capital U.S. Venture Fund XV, L.P.: 8,027,281
Spelunker Channel Holdings, LLC: 79,246
Nalrena, LLC: 63,370
Sequoia Capital U.S. Venture XV Principals Fund, L.P.: 1,238,282
SC U.S. Venture XV Management, L.P.: 9,725,100 shares, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, and 8,027,281 shares are directly owned by SC XV. SC U.S. VENTURE XV MANAGEMENT is the general partner of STP XV, SC XV PF, STPQ XV, and SC XV.
SC U.S. Growth VIII Management, L.P.: 2,132,408 shares, of which 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. SC U.S. GROWTH VIII MANAGEMENT is the general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII.
SC US (TTGP), Ltd.: 11,857,508 shares, of which 121,541 shares are directly owned by STP XV, 1,238,282 shares are directly owned by SC XV PF, 337,996 shares are directly owned by STPQ XV, 8,027,281 shares are directly owned by SC XV, and 2,132,408 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH FUND VIII. The general partner of STP XV, SC XV PF, STPQ XV, and SC XV is SC U.S. VENTURE XV MANAGEMENT. The general partner of SEQUOIA CAPITAL U.S. GROWTH FUND VIII is SC U.S. GROWTH VIII MANAGEMENT. The general partner of SC U.S. VENTURE XV MANAGEMENT and SC U.S. GROWTH VIII MANAGEMENT is SC US (TTGP).
Sequoia Capital U.S. Scout Fund IV, L.L.C.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV.
Sequoia Capital U.S. Scout Seed Fund 2013, L.P.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013.
SC U.S. Scout Seed Fund 2013 Management, L.P.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT.
SC US SSF 2013 (TTGP), L.L.C.: 142,616 shares, of which 79,246 shares are directly owned by SPELUNKER and 63,370 shares are directly owned by NALRENA. SPELUNKER and NALRENA are wholly owned by SCOUT FUND IV. SCOUT FUND IV is wholly owned by SC US SSF 2013. The General Partner of SC US SSF 2013 is SC SSF 2013 MGMT. SC US SSF 2013 TTGP is the General Partner of SC SSF 2013 MGMT.
| ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Not Applicable
| ||
| 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: |
Not Applicable
|
| 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.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|