Opendoor Technologies Inc. — Major Shareholding Notification 2022

Feb 14, 2022

SC 13G/A 1 tm226599d6_sc13ga.htm SC 13G/A

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

**(Amendment No. 1) ***

Opendoor Technologies Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

68372A 10 4

(CUSIP Number)

December 31, 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)

x 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 ).

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons GGV Capital V L.P. |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Delaware, United States of America |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 17,442,762 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 17,442,762 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 17,442,762 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 2.8% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) PN | |

(1) This statement on Schedule 13G is filed by GGV Capital V L.P., GGV Capital V Entrepreneurs Fund L.P., GGV Capital Select L.P., GGV Capital V L.L.C., GGV Capital Select L.L.C., Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung (collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares are held directly by GGV Capital V L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons GGV Capital V Entrepreneurs Fund L.P. |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Delaware, United States of America |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 640,145 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 640,145 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 640,145 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 0.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) PN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares are held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons GGV Capital V L.L.C. |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Delaware, United States of America |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 18,082,907 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 18,082,907 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 18,082,907 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 3.0% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) OO | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; and (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneur Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons GGV Capital Select L.P. |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Delaware, United States of America |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 7,330,756 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 7,330,756 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 7,330,756 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 1.2% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) PN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares are held directly by GGV Capital Select L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons GGV Capital Select L.L.C. |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Delaware, United States of America |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 7,330,756 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 7,330,756 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 7,330,756 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 1.2% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) OO | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) The shares are held directly by GGV Capital Select L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons Jixun Foo |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Singapore |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 25,413,663 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 25,413,663 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 25,413,663 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 4.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) IN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 7,330,756 shares of Common Stock held directly by GGV Capital Select L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons Glenn Solomon |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 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
6.	Shared Voting Power 25,413,663 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 25,413,663 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 25,413,663 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 4.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) IN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 7,330,756 shares of Common Stock held directly by GGV Capital Select L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons Jenny Hong Wei Lee |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 3. | SEC
USE ONLY |
| 4. | Citizenship or Place of Organization Singapore |

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power
6.	Shared Voting Power 25,413,663 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 25,413,663 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 25,413,663 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 4.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) IN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 7,330,756 shares of Common Stock held directly by GGV Capital Select L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons Jeffrey Gordon Richards |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 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
6.	Shared Voting Power 25,413,663 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 25,413,663 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 25,413,663 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 4.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) IN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 7,330,756 shares of Common Stock held directly by GGV Capital Select L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

| 1. | Names
of Reporting Persons Hans Tung |
| --- | --- |
| 2. | Check the Appropriate Box if a Member
of a Group (see instructions) |
| | (a) ¨ |
| | (b) x (1) |
| 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
6.	Shared Voting Power 25,413,663 shares of Common Stock
(2)
7.	Sole Dispositive Power
8.	Shared Dispositive Power 25,413,663 shares of Common Stock
(2)

| 9. | Aggregate Amount Beneficially Owned
by Each Reporting Person 25,413,663 shares of Common Stock
(2) | |
| --- | --- | --- |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) | ¨ |
| 11. | Percent of Class Represented
by Amount in Row 9 4.1% of shares of Common Stock
(3) | |
| 12. | Type of Reporting Person (see instructions) IN | |

(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2) Consists of (i) 17,442,762 shares of Common Stock held directly by GGV Capital V L.P.; (ii) 640,145 shares of Common Stock held directly by GGV Capital V Entrepreneurs Fund L.P.; and (iii) 7,330,756 shares of Common Stock held directly by GGV Capital Select L.P. GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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CUSIP No. 68372A 10 4 13G

Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of the Common Stock, par value $0.001 per share Opendoor Technologies Inc. (the “Issuer”).

Item 1(a). Name of Issuer: Opendoor Technologies Inc.

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

410 N. Scottsdale Road, Suite 1600, Tempe, Arizona 85281

Item 2(a). Name of Person(s) Filing :

GGV Capital V L.P.
GGV Capital V Entrepreneurs Fund L.P.
GGV Capital V L.L.C.
GGV Capital Select L.P.
GGV Capital Select L.L.C.
Jixun Foo
Glenn Solomon
Jenny Hong Wei Lee
Jeffrey Gordon Richards
Hans Tung

Item 2(b). Address of Principal Business Office:

GGV Capital

3000 Sand Hill Road, Suite 4-230

Menlo Park, California 94025

United States of America

Item 2(c). Citizenship or Place of Organization:

| Name | Citizenship
or Place of Organization |
| --- | --- |
| 1.       GGV
Capital V L.P. | Delaware, United States of America |
| 2.       GGV
Capital V Entrepreneurs Fund L.P. | Delaware, United States of America |
| 3.       GGV
Capital V L.L.C. | Delaware, United States of America |
| 4.       GGV
Capital Select L.P. | Delaware, United States of America |
| 5.       GGV
Capital Select L.L.C. | Delaware, United States of America |
| 6.       Jixun
Foo | Singapore |
| 7.       Glenn
Solomon | United States of America |
| 8.       Jenny
Hong Wei Lee | Singapore |
| 9.       Jeffrey
Gordon Richards | United States of America |
| 10.     Hans Tung | United States of America |

Item 2(d). Title of Class of Securities: Common Stock, par value $0.001 per share

Item 2(e). CUSIP Number: 68372A 10 4

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.

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CUSIP No. 68372A 10 4 13G

Item 4(a). Amount Beneficially Owned:

Item 4(b). Percent of Class:

Item 4(c). Number of shares as to which such persons have:

The following information with respect to the ownership of Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G as of December 31, 2021:

| Reporting Persons — GGV Capital V L.P. | 17,442,762 | 17,442,762 | 17,442,762 | 17,442,762 | Percentage of shares of Common Stock (3) — 2.8% of shares of Common
Stock |
| --- | --- | --- | --- | --- | --- |
| GGV Capital V Entrepreneurs Fund L.P. | 640,145 | 640,145 | 640,145 | 640,145 | 0.1% of shares of Common Stock |
| GGV Capital V L.L.C. (2) | 0 | 18,082,907 | 18,082,907 | 18,082,907 | 3.0% of shares of Common Stock |
| GGV Capital Select L.P. | 7,330,756 | 7,330,756 | 7,330,756 | 7,330,756 | 1.2% of shares of Common Stock |
| GGV Capital Select L.L.C. (2) | 0 | 7,330,756 | 7,330,756 | 7,330,756 | 1.2% of shares of Common Stock |
| Jixun Foo (2) | 0 | 25,413,663 | 25,413,663 | 25,413,663 | 4.1% of shares of Common Stock |
| Glenn Solomon (2) | 0 | 25,413,663 | 25,413,663 | 25,413,663 | 4.1% of shares of Common Stock |
| Jenny Hong Wei Lee (2) | 0 | 25,413,663 | 25,413,663 | 25,413,663 | 4.1% of shares of Common Stock |
| Jeffrey Gordon Richards (2) | 0 | 25,413,663 | 25,413,663 | 25,413,663 | 4.1% of shares of Common Stock |
| Hans Tung (2) | 0 | 25,413,663 | 25,413,663 | 25,413,663 | 4.1% of shares of Common Stock |

(1) Represents the number of shares of Common Stock currently held by the Reporting Persons.

(2) GGV Capital V L.L.C. serves as the General Partner of GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. As such, GGV Capital V L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital V L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital V L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital V L.P. and GGV Capital V Entrepreneurs Fund L.P. GGV Capital Select L.L.C. serves as the General Partner of GGV Capital Select L.P. As such, GGV Capital Select L.L.C. possesses power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. GGV Capital Select L.L.C. owns no securities of the Issuer directly. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung are Managing Directors of GGV Capital Select L.L.C. As such, Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung possess power to direct the voting and disposition of the shares owned by GGV Capital Select L.P. and may be deemed to have indirect beneficial ownership of the shares held by GGV Capital Select L.P. Jixun Foo, Glenn Solomon, Jenny Hong Wei Lee, Jeffrey Gordon Richards and Hans Tung own no securities of the Issuer directly.

(3) The percentage of shares of Common Stock beneficially owned by each of the Reporting Persons as of December 31, 2021 is based on a total of 612,612,711 shares of the Issuer’s common stock outstanding as of November 3, 2021, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 10, 2021.

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: x

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:

Not applicable.

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CUSIP No. 68372A 10 4 13G

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.

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CUSIP No. 68372A 10 4 13G

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2022

GGV Capital V L.P.

GGV CAPITAL V ENTREPRENEURS FUND L.P.

BY: GGV Capital V L.L.C.

ITS: General Partner

By:
Terence Jen
Attorney-in-fact

GGV Capital V L.L.C.

By:
Terence Jen
Attorney-in-fact

GGV CAPITAL SELECT L.P.

BY: GGV Capital SELECT L.L.C.

ITS: General Partner

By:
Terence Jen
Attorney-in-Fact

GGV Capital SELECT L.L.C.

By:
Terence Jen
Attorney-in-Fact

| /s/
Jixun Foo |
| --- |
| Jixun Foo |
| /s/ Glenn Solomon |
| Glenn Solomon |
| /s/ Jenny Hong
Wei Lee |
| Jenny Hong Wei Lee |
| /s/ Jeffrey Gordon
Richards |
| Jeffrey Gordon Richards |
| /s/ Hans Tung |
| Hans Tung |

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CUSIP No. 68372A 10 4 13G

Exhibit(s) :

Exhibit 99.1: Joint Filing Statement

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CUSIP No. 68372A 10 4 13G

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Opendoor Technologies Inc.

Dated: February 14, 2022

GGV Capital V L.P.

GGV CAPITAL V ENTREPRENEURS FUND L.P.

BY: GGV Capital V L.L.C.

ITS: General Partner

By:
Terence Jen
Attorney-in-fact

GGV Capital V L.L.C.

By:
Terence Jen
Attorney-in-fact

GGV CAPITAL SELECT L.P.

BY: GGV Capital SELECT L.L.C.

ITS: General Partner

By:
Terence Jen
Attorney-in-Fact

GGV Capital SELECT L.L.C.

By:
Terence Jen
Attorney-in-Fact

| /s/
Jixun Foo |
| --- |
| Jixun Foo |
| /s/ Glenn Solomon |
| Glenn Solomon |
| /s/ Jenny Hong
Wei Lee |
| Jenny Hong Wei Lee |
| /s/ Jeffrey Gordon
Richards |
| Jeffrey Gordon Richards |
| /s/ Hans Tung |
| Hans Tung |

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