Edgar Filing: Square, Inc.

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Rizvi Traverse Management, LLC

2. Date of Event Requiring Statement (Month/Day/Year)
11/18/2015

3. Issuer Name and Ticker or Trading Symbol
Square, Inc. [SQ]

(Last)

(First)

(Middle)

260 EAST BROWN STREET,Â SUITE 380

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

BIRMINGHAM,Â MIÂ 48009

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security
(Instr. 4)

2. Amount of Securities Beneficially Owned
(Instr. 4)

3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)

4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series D Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock ⁽²⁾	87,420	$ ⁽¹⁾	I	See footnote ⁽³⁾
Series D Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock ⁽²⁾	17,560	$ ⁽¹⁾	I	See footnote ⁽⁴⁾
Series D Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock ⁽²⁾	249,500	$ ⁽¹⁾	I	See footnote ⁽⁵⁾
Series D Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock ⁽²⁾	59,250	$ ⁽¹⁾	I	See footnote ⁽⁶⁾
Series D Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock ⁽²⁾	40,210	$ ⁽¹⁾	I	See footnote ⁽⁷⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Rizvi Traverse Management, LLC 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Giampetroni John 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
RIZVI SUHAIL 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Rizvi Opportunistic Equity Fund, L.P. 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Rizvi Opportunistic Equity Fund (TI), L.P. 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Rizvi Opportunistic Equity Fund I-B, L.P. 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Rizvi Opportunistic Equity Fund I-B (TI), L.P. 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â
Rizvi Traverse Partners, LLC 260 EAST BROWN STREET SUITE 380 BIRMINGHAM,Â MIÂ 48009	Â	Â X	Â	Â

Signatures

Suhail Rizvi, Managing Director, Rizvi Traverse Management, LLC		11/18/2015
^**Signature of Reporting Person		Date
John Giampetroni		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi, Managing Director of Rizvi Traverse Management, LLC, the General Partner of Rizvi Opportunistic Equity Fund, L.P		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi, Managing Director of Rizvi Traverse Management, LLC, the General Partner of Rizvi Opportunistic Equity Fund (TI), L.P.		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi, Managing Director of Rizvi Traverse Management, LLC, the General Partner of Rizvi Opportunistic Equity Fund I-B, L.P.		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi, Managing Director of Rizvi Traverse Management, LLC, the General Partner of Rizvi Opportunistic Equity Fund I-B (TI), L.P.		11/18/2015
^**Signature of Reporting Person		Date
Suhail Rizvi, Managing Director of Rizvi Traverse Management, LLC, the Manager of Rizvi Traverse Partners, LLC		11/18/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock.
(2)	Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.
(3)	Shares held directly by Rizvi Opportunistic Equity Fund, L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund, L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund, L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund, L.P. except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
(4)	Shares held directly by Rizvi Opportunistic Equity Fund (TI), L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund (TI), L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund (TI), L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund (TI), L.P. except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
(5)	Shares held directly by Rizvi Opportunistic Equity Fund I-B, L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund I-B, L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund I-B, L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund I-B, L.P. except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
(6)	Shares held directly by Rizvi Opportunistic Equity Fund I-B (TI), L.P. Rizvi Traverse Management, LLC (the general partner of Rizvi Opportunistic Equity Fund I-B (TI), L.P.), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Opportunistic Equity Fund I-B (TI), L.P. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Opportunistic Equity Fund I-B (TI), L.P. except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
(7)	Shares held directly by Rizvi Traverse Partners, LLC. Rizvi Traverse Management, LLC (the manager of Rizvi Traverse Partners, LLC), and John Giampetroni and Suhail Rizvi (the managers of Rizvi Traverse Management, LLC) have sole voting and investment power over the securities held by Rizvi Traverse Partners, LLC. Such persons and entities disclaim beneficial ownership of shares held by Rizvi Traverse Partners, LLC. except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Â Remarks: ***Â ThisÂ reportÂ isÂ filedÂ asÂ oneÂ ofÂ threeÂ toÂ reportÂ relatedÂ transactionsÂ forÂ theÂ followingÂ filers:Â RizviÂ TraverseÂ Management,Â LLC;Â JohnÂ Giampetroni;Â SuhailÂ Rizvi;Â RizviÂ OpportunisticÂ EquityÂ Fund,Â L.P.;Â RizviÂ OpportunisticÂ EquityÂ FundÂ (TI),Â L.P.;Â RizviÂ OpportunisticÂ EquityÂ FundÂ I-B,Â L.P.;Â RizviÂ OpportunisticÂ EquityÂ FundÂ I-BÂ (TI),Â L.P.;Â RizviÂ TraverseÂ Partners,Â LLC;Â RizviÂ TraverseÂ ManagementÂ II,Â LLC;Â RizviÂ OpportunisticÂ EquityÂ FundÂ II,Â L.P.;Â RizviÂ TraverseÂ PartnersÂ II,Â LLC;Â RT-SQÂ Management,Â LLC;Â RTÂ SpartanÂ IV,Â LLC;Â RTÂ SQÂ Co-Invest,Â LLC;Â RizviÂ TraverseÂ CIÂ GP,Â LLC;Â RTÂ SQÂ Secondary,Â LLC;Â RTÂ SQÂ Co-InvestÂ II,Â LLC;Â andÂ RT-SQÂ TS,Â LLC.

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