Venture funds list Once Upon a Farm (OFRM) common and preferred holdings
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
CAVU-affiliated investment funds and TNG Investors LP reported their status as 10% owners of Once Upon a Farm, PBC. The filing lists indirect holdings of 731,396 shares of common stock by CAVU Venture Partners IV L.P. and 538,729 shares of common stock by TNG Investors LP.
The funds also report indirect holdings of preferred stock series that are convertible into common stock, including 107,749 shares underlying Series A-2, 4,804,965 underlying Series B-1, 914,243 underlying Series B-2, 874,954 underlying Series C-1, and two Series D positions of 817,340 and 2,274,219 shares. The preferred stock has no expiration date and will automatically convert into common stock upon the closing of the company’s initial public offering.
Positive
- None.
Negative
- None.
Insider Trade Summary
8 transactions reported
Mixed
8 txns
Insider
CAVU Venture Partners II, LP, CAVU Venture Partners III, LP, CAVU Venture Partners IV, LP, TNG Investors LP / DE
Role
10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series A-2 Preferred Stock | -- | -- | -- |
| holding | Series B-1 Preferred Stock | -- | -- | -- |
| holding | Series B-2 Preferred Stock | -- | -- | -- |
| holding | Series C-1 Preferred Stock | -- | -- | -- |
| holding | Series D Preferred Stock | -- | -- | -- |
| holding | Series D Preferred Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Series A-2 Preferred Stock — 107,749 shares (Indirect, By TNG Investors LP);
Series B-1 Preferred Stock — 4,804,965 shares (Indirect, By CAVU Venture Partners II L.P.);
Series B-2 Preferred Stock — 914,243 shares (Indirect, By CAVU Venture Partners II L.P.);
Series C-1 Preferred Stock — 874,954 shares (Indirect, By CAVU Venture Partners II L.P.);
Series D Preferred Stock — 817,340 shares (Indirect, By CAVU Venture Partners II L.P.);
Common Stock — 731,396 shares (Indirect, By CAVU Venture Partners IV L.P.)
Footnotes (1)
- CAVU Venture Partners GP II, LLC ("Fund II GP LLC") is the general partner of CAVU Venture Partners GP II, LP ("Fund II GP"), which is the general partner of CAVU Venture Partners II L.P. CAVU Venture Partners GP III, LLC ("Fund III GP LLC") is the general partner of CAVU Venture Partners GP III, LP ("Fund III GP"), which is the general partner of CAVU Venture Partners III L.P. CAVU Venture Partners GP IV, LLC ("Fund IV GP LLC") is the general partner of CAVU Venture Partners GP IV, LP ("Fund IV GP"), which is the general partner of CAVU Venture Partners IV L.P. and TNG Investors LP. Brett Thomas is a Manager of the Fund II GP LLC, Fund III GP LLC and Fund IV GP LLC. (continued from footnote 1) Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. The preferred stock of Once Upon a Farm, PBC (the "Issuer") has no expiration date and is convertible at the reporting person's election into the Issuer's common stock. As of the closing of the Issuer's initial public offering, the preferred stock will automatically convert, for no additional consideration, into common stock of the Issuer.
FAQ
What does Form 3 for Once Upon a Farm (OFRM) disclose about CAVU’s ownership?
The Form 3 shows CAVU-affiliated funds as 10% owners of Once Upon a Farm, PBC. They report indirect holdings in common and multiple preferred stock series that are convertible into common shares under specified conditions, including upon the closing of the initial public offering.
What preferred stock holdings tied to Once Upon a Farm (OFRM) are reported on this Form 3?
The filing lists several preferred series convertible into Once Upon a Farm common stock, including Series A-2, B-1, B-2, C-1, and D. Underlying amounts include 107,749, 4,804,965, 914,243, 874,954, 817,340, and 2,274,219 common shares across the listed preferred holdings.
When will Once Upon a Farm (OFRM) preferred stock convert into common stock?
The preferred stock has no expiration date and is convertible into Once Upon a Farm common stock at the reporting person’s election. It will also automatically convert into common stock, for no additional consideration, upon the closing of the company’s initial public offering, according to the disclosure.
Which entities are named as reporting persons in the Once Upon a Farm (OFRM) Form 3?
The reporting persons are CAVU Venture Partners II, L.P., CAVU Venture Partners III, L.P., CAVU Venture Partners IV, L.P., and TNG Investors LP. General partner entities and Brett Thomas are described in the footnotes as part of the funds’ control and management structure.