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Unity Software Inc. Major Shareholding Notification 2021

Feb 16, 2021

30357_mrq_2021-02-16_24b5ad60-95f6-4169-aee6-42aa80e2d792.zip

Major Shareholding Notification

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SC 13G 1 d129459dsc13g.htm SC 13G SC 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and

Amendments Thereto Filed Pursuant to § 240.13d-2

Under the Securities Exchange Act of 1934

(Amendment No. )*

Unity Software Inc.

(Name of Issuer)

Common Stock, par value $0.000005 per share

(Title of Class of Securities)

913320101**

(CUSIP Number)

December 31, 2020

(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.

** This CUSIP number applies to the Issuer’s Common Stock.

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 NAME OF REPORTING PERSON SEQUOIA CAPITAL U.S. GROWTH FUND VI, L.P. (“SEQUOIA CAPITAL U.S. GROWTH FUND VI”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 6,016,318
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 6,016,318
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,016,318
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 2.2% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND, L.P. (“SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 301,354
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 301,354
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 301,354
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 0.1% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL GLOBAL GROWTH FUND, L.P. (“SEQUOIA CAPITAL GLOBAL GROWTH FUND”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 12,290,518
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 12,290,518
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12,290,518
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 4.5% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, L.P. (“SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 356,651
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 356,651
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 356,651
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 0.1% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS, L.P. (“SEQUOIA CAPITAL GLOBAL GROWTH FUND III – ENDURANCE PARTNERS”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 13,691,639
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 13,691,639
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,691,639
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 5.1% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND, L.P. (“SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 299,409
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 299,409
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 299,409
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 0.1% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL XII, L.P. (“SEQUOIA CAPITAL XII”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (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 21,410,700
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 21,410,700
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,410,700
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 7.9% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA TECHNOLOGY PARTNERS XII, L.P. (“SEQUOIA TECHNOLOGY PARTNERS XII”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (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 801,160
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 801,160
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 801,160
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 0.3% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SEQUOIA CAPITAL XII PRINCIPALS FUND, LLC (“SEQUOIA CAPITAL XII PRINCIPALS FUND”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (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 2,288,320
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 2,288,320
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,288,320
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 0.8% 1
12 TYPE OF REPORTING
PERSON OO

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SC U.S. GROWTH VI MANAGEMENT, L.P. (“SC U.S. GROWTH VI MANAGEMENT”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 6,317,672 shares, of which 6,016,318 shares are directly owned by
SEQUOIA CAPITAL U.S. GROWTH FUND VI and 301,354 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND. The General Partner of each of SEQUOIA CAPITAL U.S. GROWTH FUND VI and SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND is SC
U.S. GROWTH VI MANAGEMENT.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 6,317,672 shares, of which 6,016,318 shares are directly owned by
SEQUOIA CAPITAL U.S. GROWTH FUND VI and 301,354 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND. The General Partner of each of SEQUOIA CAPITAL U.S. GROWTH FUND VI and SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND is SC
U.S. GROWTH VI MANAGEMENT.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,317,672
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 2.3% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SCGGF MANAGEMENT, L.P. (“SCGGF MANAGEMENT”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 12,647,169 shares, of which 12,290,518 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND and 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF
MANAGEMENT.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 12,647,169 shares, of which 12,290,518 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND and 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF
MANAGEMENT.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12,647,169
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 4.7% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SCGGF III–ENDURANCE PARTNERS MANAGEMENT, L.P. (“SCGGF III—ENDURANCE PARTNERS MANAGEMENT”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 13,991,048 shares, of which 13,691,639 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND
III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 13,991,048 shares, of which 13,691,639 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND
III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,991,048
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 5.2% 1
12 TYPE OF REPORTING
PERSON PN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SC XII MANAGEMENT, LLC (“SC XII MANAGEMENT”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (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 24,500,180 shares, of which 21,410,700 shares are directly owned by
SEQUOIA CAPITAL XII, 801,160 shares are directly owned by SEQUOIA TECHNOLOGY PARTNERS XII and 2,288,320 shares are directly owned by SEQUOIA CAPITAL GLOBAL XII PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL XII and SEQUOIA
TECHNOLOGY PARTNERS XII is SC XII MANAGEMENT. The Managing Member of SEQUOIA CAPITAL XII PRINCIPALS FUND is SC XII MANAGEMENT.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 24,500,180 shares, of which 21,410,700 shares are directly owned by
SEQUOIA CAPITAL XII, 801,160 shares are directly owned by SEQUOIA TECHNOLOGY PARTNERS XII and 2,288,320 shares are directly owned by SEQUOIA CAPITAL GLOBAL XII PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL XII and SEQUOIA
TECHNOLOGY PARTNERS XII is SC XII MANAGEMENT. The Managing Member of SEQUOIA CAPITAL XII PRINCIPALS FUND is SC XII MANAGEMENT.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,500,180
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 9.0% 1
12 TYPE OF REPORTING
PERSON OO

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON SC US (TTGP), LTD. (“SC US (TTGP)”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION CAYMAN
ISLANDS
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 32,955,889 shares, of which 6,016,318 shares are directly owned by
SEQUOIA CAPITAL U.S. GROWTH FUND VI, 301,354 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND, 12,290,518 shares are directly owned by SEQUOIA GLOBAL GROWTH FUND, 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL
GROWTH PRINCIPALS FUND, 13,691,639 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND. The
General Partner of each of SEQUOIA CAPITAL U.S. GROWTH FUND VI and SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND is SC U.S. GROWTH VI MANAGEMENT. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH
PRINCIPALS FUND is SCGGF MANAGEMENT. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGF III –ENDURANCE PARTNERS
MANAGEMENT. SC US TTGP is the General Partner of each of SC U.S. GROWTH VI MANAGEMENT, SCGGF MANAGEMENT and SCGGF III –ENDURANCE PARTNERS MANAGEMENT.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 32,955,889 shares, of which 6,016,318 shares are directly owned by
SEQUOIA CAPITAL U.S. GROWTH FUND VI, 301,354 shares are directly owned by SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND, 12,290,518 shares are directly owned by SEQUOIA GLOBAL GROWTH FUND, 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL
GROWTH PRINCIPALS FUND, 13,691,639 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND. The
General Partner of each of SEQUOIA CAPITAL U.S. GROWTH FUND VI and SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND is SC U.S. GROWTH VI MANAGEMENT. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH
PRINCIPALS FUND is SC U.S. GROWTH MANAGEMENT. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGF III –ENDURANCE
PARTNERS MANAGEMENT. SC US TTGP is the General Partner of each of SC U.S. GROWTH VI MANAGEMENT, SCGGF MANAGEMENT and SCGGF III –ENDURANCE PARTNERS MANAGEMENT.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 32,955,889
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 12.2% 1
12 TYPE OF REPORTING
PERSON OO

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON DOUGLAS LEONE (“DL”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 26,638,217, of which 12,290,518 shares are directly owned by
SEQUOIA GLOBAL GROWTH FUND, 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, 13,691,639 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly
owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF MANAGEMENT. The General Partner of
each of SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT. The General Partner of each of SCGGF
MANAGEMENT and SCGGF III –ENDURANCE PARTNERS MANAGEMENT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND and
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND are Messers. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND III
–ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND are Messrs. DL and RB.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 26,638,217, of which 12,290,518 shares are directly owned by
SEQUOIA GLOBAL GROWTH FUND, 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, 13,691,639 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly
owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF MANAGEMENT. The General Partner of
each of SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT. The General Partner of each of SCGGF
MANAGEMENT and SCGGF III –ENDURANCE PARTNERS MANAGEMENT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND and
SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND are Messers. DL and JG. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND III
–ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND are Messrs. DL and RB.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 26,638,217
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 9.9% 1
12 TYPE OF REPORTING
PERSON IN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON ROELOF BOTHA (“RB”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 13,991,048, of which 13,691,639 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH
FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT. The General Partner of SCGGF III –ENDURANCE PARTNERS MANAGEMENT is SC US
(TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III
–ENDURANCE PARTNERS PRINCIPALS FUND are Messrs. DL and RB.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 13,991,048, of which 13,691,639 shares are directly owned by
SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and 299,409 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH
FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT. The General Partner of SCGGF III –ENDURANCE PARTNERS MANAGEMENT is SC US
(TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III
–ENDURANCE PARTNERS PRINCIPALS FUND are Messrs. DL and RB.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,991,048
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 5.2% 1
12 TYPE OF REPORTING
PERSON IN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

1 NAME OF REPORTING PERSON JAMES GOETZ (“JG”)
2 CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (a) ☐ (b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF
ORGANIZATION USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0
6 SHARED VOTING POWER 12,647,169 shares, of which 12,290,518 shares are directly owned by
SEQUOIA GLOBAL GROWTH FUND and 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF
MANAGEMENT. SC US TTGP is the General Partner of SCGGF MANAGEMENT. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL
GLOBAL GROWTH PRINCIPALS FUND are Messrs. DL and JG.
7 SOLE DISPOSITIVE POWER 0
8 SHARED DISPOSITIVE POWER 12,647,169 shares, of which 12,290,518 shares are directly owned by
SEQUOIA GLOBAL GROWTH FUND and 356,651 shares are directly owned by SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND. The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF
MANAGEMENT. SC US TTGP is the General Partner of SCGGF MANAGEMENT. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL
GLOBAL GROWTH PRINCIPALS FUND are Messrs. DL and JG.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 12,647,169
10 CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
11 PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW 9 4.7% 1
12 TYPE OF REPORTING
PERSON IN

1 Based on a total of 270,777,013 shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2020.

ITEM 1.

(a) Name of Issuer:

Unity Software Inc.

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

30 3rd Street

San Francisco, California 94103 - 3104

ITEM 2.

(a) Name of Persons Filing:

Sequoia Capital U.S. Growth Fund VI, L.P.

Sequoia Capital U.S. Growth Principals VI Fund, L.P.

Sequoia Capital Global Growth Fund, L.P.

Sequoia Capital Global Growth Principals Fund, L.P.

Sequoia Capital Global Growth Fund III –Endurance Partners, L.P.

Sequoia Capital Global Growth III- Endurance Partners Principals Fund, L.P.

Sequoia Capital XII, L.P.

Sequoia Technology Partners XII, L.P.

Sequoia Capital XII Principals Fund, LLC

SC U.S. Growth VI Management, L.P.

SCGGF Management, L.P.

SCGGF III –Endurance Partners Management, L.P.

SC XII Management, LLC

SC US (TTGP), Ltd.

Douglas Leone

Roelof Botha

James Goetz

The General Partner of SEQUOIA CAPITAL U.S. GROWTH FUND VI and SEQUOIA CAPITAL U.S. GROWTH VI PRINCIPALS FUND is SC U.S. GROWTH VI MANAGEMENT. The General Partner of SC U.S. GROWTH VI MANAGEMENT is SC US (TTGP).

The General Partner of each of SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND is SCGGF MANAGEMENT. SC US TTGP is the General Partner of SCGGF MANAGEMENT. The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND and SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND are Messrs. DL and JG.

The General Partner of SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND is SCGGF III –ENDURANCE PARTNERS MANAGEMENT. The General Partner of SC GLOBAL GROWTH III –ENDURANCE PARTNERS MANAGEMENT is SC US (TTGP). The directors and stockholders of SC US (TTGP) who exercise voting and investment discretion with respect to the shares held by SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS and SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS PRINCIPALS FUND are Messrs. DL and RB.

The General Partner of each of SEQUOIA CAPITAL XII and SEQUOIA TECHNOLOGY PARTNERS XII is SC XII MANAGEMENT. The Managing Member of SEQUOIA CAPITAL XII PRINCIPALS FUND is SC XII MANAGEMENT.

(b) Address of Principal Business Office or, if none, Residence:

2800 Sand Hill Road, Suite 101

Menlo Park, CA 94025

(c) Citizenship:

SEQUOIA CAPITAL U.S. GROWTH FUND VI, SEQUOIA CAPITAL U.S. GROWTH PRINCIPALS VI FUND, SEQUOIA CAPITAL GLOBAL GROWTH FUND, SEQUOIA CAPITAL GLOBAL GROWTH PRINCIPALS FUND, SEQUOIA CAPITAL GLOBAL GROWTH FUND III –ENDURANCE PARTNERS, SEQUOIA CAPITAL GLOBAL GROWTH III –ENDURANCE PARTNERS PRINCIPALS FUND, SC U.S. GROWTH VI MANAGEMENT, SCGGF MANAGEMENT, SCGGF III –ENDURANCE PARTNERS MANAGEMENT, SC US (TTGP): Cayman Islands

SEQUOIA CAPITAL XII, SEQUOIA TECHNOLOGY PARTNERS XII, SEQUOIA CAPITAL XII PRINCIPALS FUND, SC XII MANAGEMENT: Delaware

DL, RB, JG: USA

(d) CUSIP No.: 913320101

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

SEE ROWS 5 THROUGH 11 OF COVER PAGES

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 person has 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.

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

NOT APPLICABLE

SIGNATURES

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

Dated: February 16, 2021

Sequoia Capital U.S. Growth Fund VI, L.P.
By: SC U.S. Growth VI Management, L.P.
its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital U.S. Growth Principals VI Fund, L.P.
By: SC U.S. Growth VI Management, L.P.
its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital Global Growth Fund, L.P.
By: SCGGF Management, L.P.
its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital Global Growth Principals Fund, L.P.
By: SCGGF Management, L.P.
its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital Global Growth Fund III –Endurance Partners, LP
By: SCGF III –Endurance Partners Management, L.P. its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital Global Growth Fund III – Endurance Partners Principals Fund, L.P.
By: SCGGF III – Endurance Partners Management, L.P.
its General Partner
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital XII, L.P.
By: SC XII Management, LLC
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Technology Partners XII, L.P.
By: SC XII Management, LLC
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
Sequoia Capital XII Principals Fund, LLC
By: SC XII Management, LLC
its Managing Member
By: /s/ Douglas Leone
Douglas Leone, Director
SC U.S. Growth VI Management, L.P.
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
SCGGF Management, L.P.
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
SCGGF III –Endurance Partners Management, L.P.
By: SC US (TTGP), Ltd.
its General Partner
By: /s/ Douglas Leone
Douglas Leone, Director
SC XII Management, LLC
By: /s/ Douglas Leone
Douglas Leone, Director
SC US (TTGP), Ltd.
By: /s/ Douglas Leone
Douglas Leone, Director
Douglas Leone
By: /s/ Douglas Leone
Roelof Botha
By: /s/ Roelof Botha
James Goetz
By: /s/ James Goetz

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