Intelligence Hub
Market analytics and operational performance indicators
Ownership Report - March 7, 2022
Bessemer funds distribute 8.14M RKLB shares pro rata to LPs on March 3, 2022.
Brief
This SC 13D/A amends prior filing to disclose pro rata distributions of 4.45M shares by BVP VIII Inst and 3.70M by BVP VIII to limited partners and Deer VIII LP on March 3, 2022, for no consideration. Post-distribution, funds hold 73.3M shares (16.3%). Relevant to investors as it signals VC unwinding via LP distributions, potentially increasing float.
Detailed Brief
Bessemer Venture Partners VIII Institutional L.P. (40.03M shares, 8.9%), Bessemer Venture Partners VIII L.P. (33.28M shares, 7.4%), Deer VIII & Co. L.P., and Deer VIII & Co. Ltd. jointly file this Amendment No. 1 to Schedule 13D. On March 3, 2022, the BVP VIII funds distributed 4,445,797 and 3,696,685 shares respectively pro rata to limited partners and to Deer VIII LP, which then further distributed them. This internal restructuring follows Rocket Lab's SPAC merger with Vector Acquisition in 2021, where Bessemer was a major pre-IPO investor. Percentages calculated on 449.2M shares outstanding per Nov 2021 10-Q; excludes earnout shares. No new acquisitions or sales on open market; maintains group beneficial ownership at 73.31M shares (16.3%) via GP control. Includes registration rights agreement reference.
Key Telemetry
- • Distributions on 3/3/22: BVP VIII Inst 4,445,797 shares (8.9% holder post), BVP VIII 3,696,685 shares (7.4% holder post).
- • Deer VIII entities deemed to own 73,308,472 shares (16.3%) as GPs.
- • Pro rata, no consideration; further distributed by Deer VIII LP to its partners.
- • Based on 449,204,556 shares outstanding (Nov 9, 2021 10-Q).
- • No change to prior Schedule 13D items except ownership update.
Risk Signals
Impact Vector
For Rocket Lab investors, this reflects major VC Bessemer distributing post-lockup shares to LPs, reducing fund-level holdings but retaining GP influence over 16.3% stake. Near-term risk of selling pressure as LPs may monetize, increasing supply and volatility. Strategically neutral—no activist intent signaled—but monitor future 13D/Gs, Form 4s for additional distributions/sales impacting liquidity.