Bark, Inc. — Major Shareholding Notification 2021

Jun 11, 2021

SC 13G 1 d153935dsc13g.htm SC 13G SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

The Original BARK Company

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

68622E 104

(CUSIP Number)

June 1, 2021

(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)

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) RRE Leaders Fund, LP |
| --- | --- |
| 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:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 3,955,108
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 3,955,108

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,955,108
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 2.3%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) PN

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) RRE Leaders GP, LLC |
| --- | --- |
| 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:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 3,955,108
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 3,955,108

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,955,108
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 2.3%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) OO

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) RRE Ventures V, L.P. |
| --- | --- |
| 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:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 18,649,652
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 18,649,652

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,649,652
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 11.0%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) PN

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) RRE Ventures GP V, LLC |
| --- | --- |
| 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:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 18,649,652
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 18,649,652

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,649,652
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 11.0%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) OO

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) James D. Robinson 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 United States of
America |

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 22,604,760
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 22,604,760

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,604,760
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 13.4%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) IN

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) Stuart J. Ellman |
| --- | --- |
| 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 United States of
America |

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 22,604,760
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 22,604,760

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,604,760
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 13.4%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) IN

| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS.
OF ABOVE PERSONS (ENTITIES ONLY) William D. Porteous |
| --- | --- |
| 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 United States of
America |

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:	SOLE VOTING POWER 0
6	SHARED VOTING POWER 22,604,760
7	SOLE DISPOSITIVE POWER 0
8	SHARED DISPOSITIVE POWER 22,604,760

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 22,604,760
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 13.4%
12	TYPE OF REPORTING PERSON
(SEE INSTRUCTIONS) IN

Item 1(a). Name of Issuer :

The Original Bark Company (the “Issuer”)

Item 1(b). Address of Issuer’s Principal Executive Offices :

221 Canal St, Fl 6, New York, NY, 10013

Item 2(a). Names of Persons Filing :

The names of the persons filing this report (collectively, the “Reporting Persons”) are:

RRE Leaders Fund, L.P. (“RRE Leaders”)

RRE Leaders GP, LLC (“REE Leaders GP”)

RRE Ventures V, L.P. ( “RRE Ventures V”)

RRE Ventures GP V, LLC (“RRE Ventures GP”)

James D. Robinson IV

Stuart J. Ellman

William D. Porteous

Item 2(b). Address of Principal Business Office or, if None, Residence :

The address of the principal business office of each of the Reporting Persons is:

c/o RRE Ventures

130 E. 59th Street, 17 th Floor

New York, NY 10022

Item 2(c). Citizenship :

RRE Leaders and RRE Ventures V are Delaware limited partnerships

RRE Leaders GP and RRE Ventures GP are Delaware limited liability companies

Messrs. Robinson, Ellman, and Porteous are United States citizens

Item 2(d). Title of Class of Securities :

Common Stock, $0.0001 par value per share (“Common Stock”)

Item 2(e). CUSIP Number :

68622E 104

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:

Not applicable.

ITEM 4. Ownership .

The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G. The ownership percentages reported are based on 168,864,466 outstanding shares of voting Common Stock, as reported in the Issuer’s prospectus filed on May 12, 2021.

RRE Leaders directly holds 3,955,108 shares of Common Stock. RRE Leaders GP is the general partner of RRE Leaders. RRE Ventures V directly holds 18,649,652 shares of Common Stock. RRE Ventures GP is the general partner of RRE Ventures V. The managing members and officers of RRE Leaders GP and RRE Ventures GP are James D. Robinson IV, Stuart J. Ellman and William D. Porteous.

ITEM 5. Ownership of Five Percent or Less of a Class .

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

ITEM 6. Ownership of More than Five 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. Certification .

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: June 11, 2021

RRE LEADERS FUND, L.P. — By:	RRE Leaders GP, LLC
By:	/s/ William D. Porteous
	Name:	William D. Porteous
	Title:	General Partner and Chief Operating Officer
RRE LEADERS GP, LLC
By:	/s/ William D. Porteous
	Name:	William D. Porteous
	Title:	General Partner and Chief Operating Officer
RRE VENTURES V, L.P.
By:	RRE Ventures GP V, LLC
By:	/s/ William D. Porteous
	Name:	William D. Porteous
	Title:	General Partner and Chief Operating Officer
RRE VENTURES GP V, LLC
By:	/s/ William D. Porteous
	Name:	William D. Porteous
	Title:	General Partner and Chief Operating Officer

/s/ *
JAMES D. ROBINSON IV
/s/ *
STUART J. ELLMAN
/s/ William D. Porteous
WILLIAM D. PORTEOUS
* /s/ William D. Porteous, as attorney-in-fact
WILLIAM D. PORTEOUS