Item 1(a). Name of Issuer:
The name of the issuer is Lyft, Inc. (the Issuer).
Item 1(b). Address of Issuers Principal Executive Offices:
The address of the principal executive offices of the Issuer is 185 Berry Street, Suite 5000, San Francisco, CA 94107.
Item 2(a). Name of Person Filing:
Rakuten, Inc. (Rakuten), Liberty Holdco Ltd. (Liberty) and Hiroshi Mikitani (Mr. Mikitani) are collectively referred to herein as the Reporting Persons.
Item 2(b). Address of Principal Business Office or, if None, Residence:
The principal business address of each of the Reporting Persons is 1-14-1, Tamagawa, Setagaya-ku, Tokyo, Japan 158-0094.
Item 2(c). Citizenship:
Rakuten is a corporation organized under the laws of Japan; Liberty is a corporation organized under the laws of the Cayman Islands; and Mr. Mikitani is a citizen of Japan.
Item 2(d). Title of Class of Securities:
The class of equity securities to which this Statement relates are the Class A common stock, par value $0.00001, of the Issuer (the Common Stock).
Item 2(e). CUSIP Number:
The CUSIP number of the shares of Common Stock is 55087P104.
Item 3. If this Statement is filed pursuant to §240.13d-1(b), or §240.13d-2(b) or (c), check whether the filing person is a:
(a)
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Broker or dealer registered under Section 15 of the Act.
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(b)
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Bank, as defined in Section 3(a)(6) of the Act.
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(c)
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Insurance company, as defined in Section 3(a)(19) of the Act.
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940.
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
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(g)
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A parent holding company or control person, in accordance with §240.13d-1(b)(1)(ii)(G).
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(h)
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A savings association, as defined in Section 3(b) of the Federal Deposit Insurance Act.
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(i)
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A church plan, that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940.
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(j)
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A non-US institution in accordance with §240.13d-1(b)(1)(ii)(J).
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(k)
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Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: .
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Item 4. Ownership:
(a) Amount beneficially owned: As of October 21, 2020, Liberty was the record owner of 31,395,679 shares of the Issuers Common Stock. Mr. Mikitani is the record owner of 11,944 restricted stock units, each representing a contingent right to receive one share of the Issuers Common Stock. Liberty is a wholly-owned subsidiary of Rakuten. Mr. Mikitani, as the Chairman and Chief Executive Officer of Rakuten, has sole voting and dispositive power over the shares of Issuers Common Stock held by Liberty Holdco Ltd.
(b) Percent of class: Rakuten: 10.17%, Liberty: 10.17% and Mr. Mikitani: 10.17%. The foregoing percentages are calculated based on 308,720,401 shares of Common Stock represented to be outstanding by the Issuer on November 9, 2020, as reported in the Issuers Form 10-Q for the quarterly period ended September 30, 2020.
(c) Number of shares as to which Rakuten has:
(i)
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Sole power to vote or to direct the vote
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31,407,623
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(ii)
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Shared power to vote or to direct the vote
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0
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(iii)
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Sole power to dispose or to direct the disposition of
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31,407,623
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(iv)
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Shared power to dispose or to direct the disposition of
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0
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Number of shares as to which Liberty has:
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(i)
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Sole power to vote or to direct the vote
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0
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(ii)
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Shared power to vote or to direct the vote
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31,395,679
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(iii)
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Sole power to dispose or to direct the disposition of
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0
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(iv)
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Shared power to dispose or to direct the disposition of
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31,395,679
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Number of shares as to which Mr. Mikitani has:
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(i)
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Sole power to vote or to direct the vote
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31,407,623
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(ii)
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Shared power to vote or to direct the vote
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0
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(iii)
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Sole power to dispose or to direct the disposition of
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31,407,623
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(iv)
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Shared power to dispose or to direct the disposition of
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0
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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 5 percent of the class of securities, check the following: o.
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. Certifications:
Not Applicable.
EXHIBIT I
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required on Schedule 13G need be filed with respect to ownership by each of the undersigned of the shares of Common Stock of Lyft, Inc..
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
Date: February 12, 2021
Rakuten, Inc.
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By:
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/s/ Kenji Hirose
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Name:
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Kenji Hirose
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Title:
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Group Executive Vice President
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CFO (Chief Financial Officer)
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Liberty Holdco Ltd.
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By:
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/s/ Eiichi Kaga
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Name:
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Eiichi Kaga
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Title:
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Director
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/s/ Hiroshi Mikitani
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Hiroshi Mikitani
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