Last checked at 3 Jan 2024 14:37
TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
GB00BL9YR756
Issuer Name
WISE PLC
UK or Non-UK Issuer
UK
2. Reason for Notification
An event changing the breakdown of voting rights
3. Details of person subject to the notification obligation
Name
Andreessen Horowitz Fund IV, L.P., AH Parallel Fund IV, L.P., and Andreessen Horowitz LSV Fund I, L.P.
City of registered office (if applicable)
Menlo Park, California
Country of registered office (if applicable)
United States
4. Details of the shareholder
Is the shareholder the same as the person subject to the notification obligation, above?
Yes
5. Date on which the threshold was crossed or reached
2 January 2024
6. Date on which Issuer notified
3 January 2024
7. Total positions of person(s) subject to the notification obligation
| % of voting rights attached to shares (total of 8.A) | % of voting rights through financial instruments (total of 8.B 1 + 8.B 2) | Total of both in % (8.A + 8.B) | Total number of voting rights held in issuer |
Resulting situation on the date on which threshold was crossed or reached | 9.03% | - | 9.03% | 342,370,846 |
Position of previous notification (if applicable) | 8.28% | - | 8.28% | 342,370,846 |
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
CLASS/TYPE OF SHARES ISIN CODE(IF POSSIBLE) | NUMBER OF DIRECT VOTING RIGHTS (DTR5.1) | NUMBER OF INDIRECT VOTING RIGHTS (DTR5.2.1) | % OF DIRECT VOTING RIGHTS (DTR5.1) | % OF INDIRECT VOTING RIGHTS (DTR5.2.1) |
Class A ordinary shares (ISIN GB00BL9YR756) | 88,424,920 | 2.33% | ||
Class B ordinary shares | 253,945,926 | 6.70% | ||
Sub Total 8.A | 342,370,846 | 9.03% | ||
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
TYPE OF FINANCIAL INSTRUMENT | EXPIRATION DATE | EXERCISE/CONVERSION PERIOD | NUMBER OF VOTING RIGHTS THAT MAY BE ACQUIRED IF THE INSTRUMENT IS EXERCISED/CONVERTED | % OF VOTING RIGHTS |
Sub Total 8.B1 | ||||
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
TYPE OF FINANCIAL INSTRUMENT | EXPIRATION DATE | EXERCISE/CONVERSION PERIOD | PHYSICAL OR CASH SETTLEMENT | NUMBER OF VOTING RIGHTS | % OF VOTING RIGHTS |
|
|
|
|
| |
Sub Total 8.B2 |
|
|
| ||
9. Information in relation to the person subject to the notification obligation
2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)
Ultimate Controlling Person | Name of controlled undertaking | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold |
Marc Andreessen and Benjamin Horowitz as managing members of AH Equity Partners IV, L.L.C | Andreessen Horowitz Fund IV, L.P. | |||
Marc Andreessen and Benjamin Horowitz as managing members of AH Equity Partners IV (Parallel), L.L.C | AH Parallel Fund IV, L.P. | 5.21% | - | 5.21% |
Marc Andreessen and Benjamin Horowitz as managing members of AH Equity Partners LSV I, L.L.C. | Andreessen Horowitz LSV Fund I, L.P. |
10. In case of proxy voting
Is there proxy voting?
No
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional Information
Andreessen Horowitz Fund IV, L.P. holds shares in Wise plc ("Wise") for itself and as nominee for Andreessen Horowitz Fund IV-A, L.P., Andreessen Horowitz Fund IV-B, L.P. and Andreessen Horowitz Fund IV-Q, L.P. (collectively, the "AH Fund IV Entities"). AH Equity Partners IV, L.L.C is the general partner of the AH Fund IV Entities and has sole voting and dispositive power with regard to the shares held by the AH Fund IV Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners IV, L.L.C and share voting and dispositive power with respect to the shares held by the AH Fund IV Entities.
AH Parallel Fund IV, L.P. holds shares in Wise for itself and as nominee for AH Parallel Fund IV-A, L.P., AH Parallel Fund IV-B, L.P. and AH Parallel Fund IV-Q, L.P. (collectively, the "AH Parallel Fund IV Entities"). AH Equity Partners IV (Parallel), L.L.C is the general partner of the AH Parallel Fund IV Entities and has sole voting and dispositive power with regard to the shares held by the AH Parallel Fund IV Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners IV (Parallel), L.L.C and share voting and dispositive power with respect to the shares held by the AH Parallel Fund IV Entities.
Andreessen Horowitz LSV Fund I, L.P. holds shares in Wise for itself and as nominee for Andreessen Horowitz LSV Fund I-B, L.P. and Andreessen Horowitz LSV Fund I-Q, L.P. (collectively, the "AH LSV Fund I Entities"). AH Equity Partners LSV I, L.L.C. is the general partner of the AH LSV Fund I Entities and has sole voting and dispositive power with regard to the shares held by the AH LSV Fund I Entities. Marc Andreessen and Benjamin Horowitz are the managing members of AH Equity Partners LSV I, L.L.C. and share voting and dispositive power with respect to the shares held by the AH LSV Fund I Entities.
As such, further to the information provided in Section 3, and as set out in Section 9, the ultimate controlling persons are Marc Andreessen and Benjamin Horowitz as managing members of AH Equity Partners IV, L.L.C, AH Equity Partners IV (Parallel), L.L.C and AH Equity Partners LSV I, L.L.C.
12. Date of Completion
3 January 2024
13. Place Of Completion
Menlo Park, California, United States