15 unchanged sentences
Stock Performance Graph
−Removed: The following performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act.
+Added: The following performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act.
The following graph shows the cumulative total return to our stockholders between September 20, 2023 (the date that our Series A common stock commenced trading on the New York Stock Exchange) through December 31, 2024 in comparison to the S&P 500 Index and the S&P 500 Information Technology Index.
5 unchanged sentences
Recent Sale of Unregistered Equity Securities
−Removed: On October 31, 2023, Shopify Strategic partially exercised the Shopify Warrants in cash for 344,381 shares of our Series B common stock at a price per share of $0.01 for an aggregate purchase price of $3,443.81.
−Removed: The issuance of Series B common stock shares was exempt from registration pursuant to Section 4(a)(2) of the Securities Act.
+Added: On October 28, 2024, Shopify partially exercised the Shopify Warrants (as defined below) in cash for 344,381 shares of our Series B common stock at a price per share of $0.01 for an aggregate purchase price of $3,443.81.
+Added: The issuance of shares of Series B common stock was exempt from registration pursuant to Section 4(a)(2) of the Securities Act.
Use of Proceeds from Initial Public Offering of Our Series A Common Stock
−Removed: On September 19, 2023, the Registration Statement on Form S-1 (File No.
−Removed: 333-274211) (the “Registration Statement”) relating to our IPO was declared effective by the SEC and we priced our IPO.
−Removed: Pursuant to the Registration Statement, we registered an aggregate of 22,080,000 million shares of our Series A common stock, inclusive of the underwriters’ option to purchase additional shares from the selling stockholders.
−Removed: On September 22, 2023, we closed our IPO of 19,200,000 shares of our Series A common stock, including the sale by us of 11,507,693 of shares, at a price to the public of $30.00 per share.
−Removed: We received net proceeds of approximately $320.1 million, after deducting approximately $17.7 million in underwriting discounts and commissions, and $7.4 million in offering-related expenses.
−Removed: Goldman Sachs & Co.
−Removed: LLC, Morgan Stanley & Co, LLC and Citigroup Global Markets Inc.
−Removed: acted as representatives of the underwriters for the offering.
−Removed: No payments were made to our directors or officers or their associates, holders of 10% or more of any class of our equity securities or any affiliates, other than to directors or holders of 10% or more of our equity securities that were selling stockholders in the IPO, as described below.
−Removed: The IPO also included the sale of 7,692,307 shares of our Series A common stock by selling stockholders.
−Removed: We did not receive any proceeds from the sale of Series A common stock by the selling stockholders.
−Removed: The selling stockholders granted the underwriters an option to purchase up to 2,880,000 additional shares of Series A common stock.
−Removed: The option was
−Removed: exercised for 2,764,066 additional shares on October 19, 2023.
−Removed: Jennifer Ceran, one of our directors, and entities affiliated with Summit Partners, L.P., a holder of more than 10% of our equity securities, were selling stockholders in our IPO.
−Removed: We used $62.9 million of the net proceeds from our IPO to satisfy the tax withholding and remittance obligations related to the settlement of outstanding RSUs in connection with the offering.
−Removed: There has been no material change in the planned use of proceeds from our IPO as described in our final prospectus, dated September 19, 2023, filed with the SEC on September 20, 2023 pursuant to Rule 424(b) (the “Final Prospectus”).
+Added: On September 19, 2023, our Registration Statement on Form S-1 (File No.
+Added: 333-274211) relating to our IPO was declared effective by the SEC.
+Added: There has been no material change in the use of proceeds from our IPO as described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on February 29, 2024.
Issuer Purchase of Equity Securities
−Removed: Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.