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Ownership Report - August 14, 2024
Khosla Ventures holds 13.3% of RKLB after internal pro rata share distributions.
Brief
This SC 13D/A amends prior filings to report Khosla Ventures entities and Vinod Khosla's continued 13.3% beneficial ownership (65,263,482 shares) in Rocket Lab USA. Key change: On August 12, 2024, pro rata distributions of 11,362,923 shares from seed funds to partners, with VK Services now directly owning 24,599,132 shares. Holdings are for investment purposes with no plans for changes.
Detailed Brief
Khosla Ventures entities, controlled by Vinod Khosla, originally acquired preferred stock in Legacy Rocket Lab from 2013-2020 for $28.2M, converted to 115M common shares post-2021 SPAC merger with Vector Acquisition Corp. This Amendment No. 4, filed August 14, 2024, updates due to August 12 distributions: KV Seed B distributed 10,752,561 shares (2,688,142 to KVA Seed B); KV Seed B (CF) distributed 610,362 shares (152,591 to KVA Seed B). KVA Seed B then distributed to members, sending 4,067,887 shares to VK Services. Result: KVA Seed B holds 0 shares directly; VK Services holds 24.6M directly; aggregate beneficial ownership steady at 65.3M shares (13.3% of 489.1M outstanding). Purpose remains investment-only, reserving rights to buy/sell or discuss strategy. They hold registration rights under 2021 agreement for shelf registration and underwritten offerings over $50M. No legal issues disclosed.
Key Telemetry
- • Beneficial ownership: 65,263,482 shares (13.3%) by Vinod Khosla and affiliates.
- • August 12, 2024: Pro rata distributions totaling 11,362,923 shares from KV Seed B and KV Seed B (CF).
- • VK Services now directly owns 24,599,132 shares post-distributions.
- • No present plans for business changes; solely for investment.
- • Registration rights enable future underwritten sales of $50M+ registrable securities.
Impact Vector
This filing signals routine VC fund housekeeping via pro rata distributions to LPs without reducing overall stake, maintaining Khosla's significant 13.3% position as a long-term early investor. Near-term neutral impact on stock; provides ownership stability but investors should monitor potential future sales under registration rights, especially amid RKLB's growth in launches and Neutron development. Strategic alignment with management likely continues.