Kevin Spain - Feb 14, 2022 Form 4 Insider Report for Doximity, Inc. (DOCS)

Role: Director
Signature: By: /s/ David Singer, Attorney-in-Fact
Stock symbol: DOCS
Transactions as of: Feb 14, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/16/2022, 07:43 PM
Previous filing: Jun 28, 2021
Next filing: Jul 29, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DOCS	Class A Common Stock	Conversion of derivative security	$0	+1.93M		$0.00	1.93M	Feb 14, 2022	By Emergence Capital Partners II, L.P.	F1, F2
transaction	DOCS	Class A Common Stock	Other	$0	-1.93M	-100%	$0.00^*	0	Feb 14, 2022	By Emergence Capital Partners II, L.P.	F1, F2
transaction	DOCS	Class A Common Stock	Other	$0	+26.5K		$0.00	26.5K	Feb 14, 2022	See footnote	F3
holding	DOCS	Class A Common Stock						775K	Feb 14, 2022	By Emergence Capital Opportunity I, L.P.	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DOCS	Class B Common Stock	Conversion of derivative security	$0	-1.93M	-8%	$0.00	22.2M	Feb 14, 2022	Class A Common Stock	1.93M		By Emergence Capital Partners II, L.P.	F1, F2, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On February 14, 2022, Emergence Capital Partners II, L.P. ("ECP II") converted in the aggregate 1,928,000 shares of the Issuer's Class B Common Stock into 1,928,000 shares of the Issuer's Class A Common Stock. Subsequently on the same date, ECP II distributed in-kind, without consideration, all 1,928,000 shares of Class A Common Stock pro-rata to its partners, including its limited partners and its general partner, Emergence Equity Partners II, L.P. ("EEP II"), in accordance with the exemptions under Rule 16a-9 and Rule 16a-13 of the Securities Exchange Act of 1934, as amended. Upon receipt by EEP II of its pro rata interest of the distribution (353,763 shares of Class A Common Stock), EEP II distributed in-kind, without consideration, all such shares pro-rata to its limited partners in accordance with the exemptions under Rule 16a-9 and Rule 16a-13 of the Securities Exchange Act of 1934, as amended.
F2	These shares are held directly by ECP II. The sole general partner of ECP II is EEP II, and the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP"). The Reporting Person is a member of EEP II. The reporting person disclaims Section 16 beneficial ownership of the shares held by ECP II, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose.
F3	Represents shares received pursuant to the distribution-in-kind, as described in footnote (1), and are held by The Spain-Goralnik Family Trust 12/7/12. The reporting person disclaims Section 16 beneficial ownership of such shares, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose
F4	These shares are held directly by Emergence Capital Opportunity I, L.P. ("ECO I"). The sole general partner of ECO I is Emergence Equity Partners VI, L.P. ("EEP VI"), and the sole general partner of EEP VI is EGP. The Reporting Person is a member of EEP VI. The reporting person disclaims Section 16 beneficial ownership of the shares held by ECO I, except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of such shares for Section 16 or any other purpose.
F5	Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder, and has no expiration. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the IPO; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class.