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*
EFRUSY KEVIN

(Last) (First) (Middle)
3250 OLCOTT ST.

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/21/2021
3. Issuer Name and Ticker or Trading Symbol
Couchbase, Inc. [ BASE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 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)
X Form filed by One Reporting Person
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)
Common Stock 264,330 I By: Accel X L.P.(1)(2)
Common Stock 20,023 I By: Accel X Strategic Partners L.P.(1)(2)
Common Stock 339,725 I By: Accel Growth Fund II L.P.(1)(2)
Common Stock 24,600 I By: Accel Growth Fund II Strategic Partners L.P.(1)(2)
Common Stock 36,466 I By: Accel Growth Fund Investors 2013 L.L.C.(1)(2)
Common Stock 27,633 I By: Accel Investors 2008 L.L.C.(1)(2)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (3) (3) Common Stock 1,636,046 0.00 I By: Accel X L.P.(1)(2)
Series A Preferred Stock (3) (3) Common Stock 123,978 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series A Preferred Stock (3) (3) Common Stock 171,097 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series B Preferred Stock (3) (3) Common Stock 874,690 0.00 I By: Accel X L.P.(1)(2)
Series B Preferred Stock (3) (3) Common Stock 66,283 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series B Preferred Stock (3) (3) Common Stock 91,474 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series C Preferred Stock (3) (3) Common Stock 336,658 0.00 I By: Accel X L.P.(1)(2)
Series C Preferred Stock (3) (3) Common Stock 25,511 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series C Preferred Stock (3) (3) Common Stock 35,207 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series D Preferred Stock (3) (3) Common Stock 279,944 0.00 I By: Accel X L.P.(1)(2)
Series D Preferred Stock (3) (3) Common Stock 21,214 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series D Preferred Stock (3) (3) Common Stock 29,276 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 130,898 0.00 I By: Accel X L.P.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 9,919 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 1,083,886 0.00 I By: Accel Growth Fund II L.P.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 78,516 0.00 I By: Accel Growth Fund II Strategic Partners L.P.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 116,368 0.00 I By: Accel Growth Fund Investors 2013 L.L.C.(1)(2)
Series E Preferred Stock (4) (4) Common Stock 13,689 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 92,672 0.00 I By: Accel X L.P.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 7,022 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 155,124 0.00 I By: Accel Growth Fund II L.P.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 11,237 0.00 I By: Accel Growth Fund II Strategic Partners L.P.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 16,654 0.00 I By: Accel Growth Fund Investors 2013 L.L.C.(1)(2)
Series F Preferred Stock (3) (3) Common Stock 9,691 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 216,371 0.00 I By: Accel X L.P.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 16,396 0.00 I By: Accel X Strategic Partners L.P.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 362,181 0.00 I By: Accel Growth Fund II L.P.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 26,236 0.00 I By: Accel Growth Fund II Strategic Partners L.P.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 38,884 0.00 I By: Accel Growth Fund Investors 2013 L.L.C.(1)(2)
Series G Preferred Stock (5) (5) Common Stock 22,628 0.00 I By: Accel Investors 2008 L.L.C.(1)(2)
Explanation of Responses:
1. Kevin J. Efrusy is a Managing Member of Accel X Associates L.L.C., or A10A, which is the General Partner of both Accel X L.P. and Accel X Strategic Partners L.P., and has the sole voting and investment power. Andrew G. Braccia, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel Investors 2008 L.L.C., and therefore share the voting and investment powers. Accel Growth Fund II Associates L.L.C., or AGF2A, is the General Partner of both Accel Growth Fund II L.P. and Accel Growth Fund II Strategic Partners L.P., and has the sole voting and investment power. Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of AGF2A and share such powers. Andrew G. Braccia, Sameer K. Gandhi, Ping Li, Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of Accel Growth Fund Investors 2013 L.L.C.,
2. (continuation of FN 1): and therefore share the voting and investment powers. Each general partner or manager disclaims beneficial ownership except to the extent of their pecuniary interest therein. The address for all Accel entities listed above is 500 University Avenue, Palo Alto, California 94301.
3. Immediately prior to the completion of the Issuer's initial public offering, each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series F Preferred Stock is convertible into shares of the Issuer's Common Stock, par value $0.00001 per share, on a one-for-one basis and has no expiration date.
4. Immediately prior to the completion of the Issuer's initial public offering, each share of Series E Preferred Stock is convertible into shares of the Issuer's Common Stock, par value $0.00001 per share, on a 1.05279880234039-for-one basis and has no expiration date.
5. Immediately prior to the completion of the Issuer's initial public offering, each share of Series G Preferred Stock is convertible into shares of the Issuer's Common Stock, par value $0.00001 per share, on an expected 1.06673317089756-for-one basis and has no expiration date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Margaret Chow, by Power of Attorney for Kevin Efrusy 07/21/2021
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                               POWER OF ATTORNEY

      The undersigned, as a Section 16 reporting person of Couchbase, Inc. (the
"Company"), hereby constitutes and appoints Margaret Chow, Randy Li, Emily Doan,
Bill Carey, Manisha Goel, and Carolyn Belamide, as the undersigned's true and
lawful attorney-in-fact to:

      1.   complete and execute Forms 3, 4 and 5 and other forms and all
           amendments thereto as such attorney-in-fact shall in his discretion
           determine to be required or advisable pursuant to Section 16 of the
           Securities Exchange Act of 1934 (as amended) and the rules and
           regulations promulgated thereunder, or any successor laws and
           regulations, as a consequence of the undersigned's ownership,
           acquisition or disposition of securities of the Company; and

      2.   do all acts necessary in order to file such forms with the SEC, any
           securities exchange or national association, the Company and such
           other person or agency as the attorney-in-fact shall deem
           appropriate.

      The undersigned hereby ratifies and confirms all that said attorney-in-
fact and agents shall do or cause to be done by virtue hereof.  The undersigned
acknowledges that the foregoing attorney-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming, nor is the Company assuming,
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934 (as amended).

      This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorney-in-fact.

      IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 15th day of June, 2021.


                                        Signature: /s/ Kevin Efrusy

                                        Print Name: Kevin Efrusy