IPO - Spark Capital II LP

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Form Type: SCHEDULE 13D

Filing Date: 2025-05-21

Corporate Action: Ipo

Type: New

Accession Number: 000095017025075974

Filing Summary: On May 21, 2025, Spark Capital II, L.P., along with other associated entities and Santo Politi, filed a Schedule 13D concerning their holdings in eToro Group Ltd. Following the completion of the issuer's initial public offering (IPO) on May 14, 2025, the Spark Funds converted all their preferred shares into Class A common shares. The aggregate investments made by the Spark Funds include purchases of various classes of preferred shares prior to the IPO, resulting in substantial shareholdings in the issuer. The statement outlines the general nature of intentions regarding these securities and indicates that the Reporting Persons might engage in further transactions depending on market conditions. Additionally, a joint filing agreement among the Reporting Persons is included as an exhibit along with several other agreements related to rights and compensation.

Additional details:

Reporting Entity Name: Spark Capital II, L.P.


Reporting Entity Name: Spark Capital Founders' Fund II, L.P.


Reporting Entity Name: Spark Capital Growth Fund II, L.P.


Reporting Entity Name: Spark Capital Growth Founders' Fund II, L.P.


Reporting Entity Name: Spark Capital Growth Fund III, L.P.


Reporting Entity Name: Spark Capital Growth Founders' Fund III, L.P.


Reporting Entity Name: Spark Management Partners II, LLC


Reporting Entity Name: Spark Growth Management Partners II, LLC


Reporting Entity Name: Spark Growth Management Partners III, LLC


Reporting Individual Name: Santo Politi


Principal Business Address: 200 Clarendon Street, Floor 59, Boston, MA 02116


Shares Held By SCII: 4,082,755 Class A common shares


Shares Issuable By SCII: 4,814,764 Class A common shares upon conversion of Class B common shares


Total Class A Common Shares Outstanding: 52,477,264


Lockup Agreements: 180 days after underwriting agreement for the Offering


Initial Investment In Preferred Stock: 4,450,000 for 908,160 shares of Class C Preferred Shares at $4.90 per share


Initial Investment In C-2 Preferred Shares: 10,500,000 for 1,086,805 shares at $9.66 per share


Initial Investment In Class D Preferred Shares: 4,000,000 for 324,658 shares at $12.32 per share


Initial Investment In Class F Preferred Shares: 30,913,632 for 205,060 shares at $150.75 per share


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