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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/01/2024 |
3. Issuer Name and Ticker or Trading Symbol
GigaCloud Technology Inc [ GCT ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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) |
Class A Ordinary Shares, par value $0.05 per share | 5,897,399(1)(2)(3)(4)(5) | I | By DCM IV, L.P., DCM Affiliates Fund IV, L.P., DCM IX, L.P. and DCM Affiliates Fund IX, L.P.(1)(2)(3)(4)(5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. 4,379,221 Class A ordinary shares, par value $0.05 per share, of the Issuer ("Class A ordinary shares") are directly held by DCM IV, L.P. ("DCM IV"), (ii) 111,365 Class A ordinary shares are directly held by DCM Affiliates Fund IV, L.P. ("Affiliates IV"), (iii) 1,310,702 Class A ordinary shares are directly held by DCM IX, L.P. ("DCM IX") and (iv) 96,111 Class A ordinary shares are directly held by DCM Affiliates Fund IX, L.P. ("Affiliates IX"). |
2. DCM Investment Management IV, L.P. ("DGP IV") is the general partner of each of DCM IV and Affiliates IV. DCM International IV, Ltd. ("UGP IV") is the general partner of DGP IV. DGP IV and UGP IV may each be deemed to have sole voting and investment power over, and may be deemed to be an indirect beneficial owner of, the securities held by DCM IV and Affiliates IV. |
3. DCM Investment Management IX, L.P. ("DGP IX") is the general partner of each of DCM IX and Affiliates IX. DCM International IX, Ltd. ("UGP IX") is the general partner of DGP IX. DGP IX and UGP IX may each be deemed to have sole voting and investment power over, and may be deemed to be an indirect beneficial owner of, the securities held by DCM IX and Affiliates IX. |
4. Frank Hurst Lin ("Lin") and Matthew C. Bonner ("Bonner") are the directors of UGP IV and UGP IX and may each be deemed to have shared voting and investment power with DGP IV, UGP IV and DGP IX and UGP IX over, and may be deemed to be an indirect beneficial owner of, the securities held by DCM IV, Affiliates IV, DCM IX and Affiliates IX. |
5. DGP IV, UGP IV, DGP IX, UGP IX, Lin and Bonner each disclaim beneficial ownership of the reported securities, except to the extent of any pecuniary interest therein. This report shall not be deemed an admission that any of the reporting persons is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
Remarks: |
1. Lin serves on the board of directors of the Issuer. 2. Matthew C. Bonner signs as attorney-in-fact for each of Lin, DCM IV, Affiliates IV, DGP IV, UGP IV, DCM IX, Affiliates IX, DGP IX and UGP IX pursuant to a Power of Attorney which was included in the Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on August 29, 2023. |
/s/ Matthew C. Bonner, attorney-in-fact for Frank Hurst Lin | 01/02/2024 | |
/s/ Matthew C. Bonner | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM IV, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM Affiliates Fund IV, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM Investment Management IV, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM International IV, Ltd. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM IX, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM Affiliates Fund IX, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM Investment Management IX, L.P. | 01/02/2024 | |
/s/ Matthew C. Bonner, attorney-in-fact for DCM International IX, Ltd. | 01/02/2024 | |
** 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. |