Statement of Ownership (sc 13g)
February 11 2022 - 2:33PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Remitly
Global, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
75960P104
(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:
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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The information required on 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. 75960P104
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13G
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Page
2
of 5 Pages
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1
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NAMES OF
REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Trilogy Equity Partners, LLC
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
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3
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SEC USE
ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Washington
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5
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SOLE VOTING
POWER
9,516,597
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6
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SHARED VOTING
POWER
0
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7
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SOLE DISPOSITIVE
POWER
9,516,597
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8
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SHARED DISPOSITIVE
POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,516,597
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10
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CHECK IF
THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.8% (2)
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12
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TYPE OF
REPORTING PERSON
OO
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(1)
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This Schedule 13G is filed by Trilogy Equity Partners, LLC (Trilogy). John Stanton,
Theresa Gillespie, Mikal Thomsen, Peter van Oppen, and Amy McCullough are the members of the board of managers of Trilogy, which board has voting and dispositive power over the shares held by Trilogy (the Shares). None of
such individuals is the record holder of the Shares and each disclaims beneficial ownership of the Shares, except to the extent of their pecuniary interest therein, if any.
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(2)
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Based on 164,106,480 shares of common stock of Remitly Global, Inc. (the Company)
outstanding as of November 9, 2021, as reported in the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 filed with the Securities and Exchange Commission (the
SEC) on November 12, 2021.
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CUSIP No. 75960P104
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13G
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Page
3
of 5 Pages
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Item 1(a)
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Name of Issuer:
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Remitly Global, Inc.
Item 1(b)
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Address of Issuers Principal Executive Offices:
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1111 Third Avenue, Suite 2100, Seattle, WA 98101
Item 2(a)
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Name of Person Filing:
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Trilogy Equity Partners, LLC (Trilogy)
Item 2(b)
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Address of Principal Business Office or, If None, Residence:
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155 108th Avenue NE, Suite 400, Bellevue, WA 98004
Washington
Item 2(d)
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Title of Class of Securities:
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Common Stock, $0.0001 par value per share
75960P104
Item 3.
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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:
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(a)
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☐
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o)
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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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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☐
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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 associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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CUSIP No. 75960P104
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13G
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Page
4
of 5 Pages
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(i)
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☐
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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 (15 U.S.C. 80a-3);
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(j)
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☐
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A non-U.S. institution in accordance with §240.13d1(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 §240.13d1(b)(1)(ii)(J), please
specify the type of institution: ____________
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Not applicable.
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Reporting Person
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Sole
Voting
Power
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Shared
Voting
Power
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Sole
Dispositive
Power
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Shared
Dispositive
Power
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Beneficial
Ownership
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Percentage
of Class*
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Trilogy Equity Partners, LLC
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9,516,597
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0
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9,516,597
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0
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9,516,597
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5.8
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%
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John Stanton, Theresa Gillespie, Mikal Thomsen, Peter van Oppen, and Amy McCullough are the members of the
board of managers of Trilogy, which board has voting and dispositive power over the Shares. None of such individuals is the record holder of the Shares and each disclaims beneficial ownership of the Shares, except to the extent of their pecuniary
interest therein, if any.
*
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Based on 164,106,480 shares of the Companys common stock outstanding as of November 9, 2021, as
reported in the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2021 filed with the SEC on November 12, 2021.
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Item 5.
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Ownership of Five Percent or Less of a Class
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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 or
more than five percent of the class of securities, check the following box: ☐
Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person
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Not applicable.
Item 7.
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Identification and Classification of Subsidiary Which Acquired the Security
Being Reported on by the Parent Holding Company or Control Person
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Not applicable.
Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
Item 9.
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Notice of Dissolution of Group
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Not applicable.
Not applicable.
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CUSIP No. 75960P104
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13G
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Page
5
of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement
is true, complete and correct.
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Dated: February 8, 2022
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TRILOGY EQUITY PARTNERS, LLC
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By:
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/s/ Amy McCullough
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Name:
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Amy McCullough
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Title:
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President, Managing Director
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