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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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OMB Number: 3235-0287
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X
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GENERATION INVESTMENT MANAGEMENT LLP
(Last) (First) (Middle)
20 AIR STREET
(Street)
LONDON X0 W1B 5AN
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Asana, Inc. [ ASAN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/30/2020 S 2,375,000 D $27.079(1) 7,376,944 I See footnotes(3)
Common Stock 09/30/2020 S 500,000 D $28.375(2) 6,876,944 I See footnotes(3)
Common Stock 09/30/2020 S 125,000 D $29 6,751,944 I See footnotes(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
GENERATION INVESTMENT MANAGEMENT LLP
(Last) (First) (Middle)
20 AIR STREET
(Street)
LONDON X0 W1B 5AN
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Generation IM Climate Solutions Fund II, L.P.
(Last) (First) (Middle)
PO BOX 309
UGLAND HOUSE
(Street)
GRAND CAYMAN E9 KY1-1104
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Generation IM Climate Solutions II GP Ltd
(Last) (First) (Middle)
P.O. BOX 309
UGLAND HOUSE
(Street)
GRAND CAYMAN E9 KY1-1104
(City) (State) (Zip)
Explanation of Responses:
1. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.00 to $27.75 per share, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.00 to $28.75 per share, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. The shares are directly held by Generation IM Climate Solutions Fund II, L.P. The general partner of Generation IM Climate Solutions Fund II L.P. is Generation IM Climate Solutions II GP Ltd, which is a wholly owned subsidiary of Generation Investment Management LLP, which is the investment manager of Generation IM Climate Solutions Fund II, L.P. In accordance with Instruction 4(b)(iv), the entire amount of shares held by Generation IM Climate Solutions Fund II, L.P. is reported herein. Each person disclaims beneficial ownership of such shares for all other purposes, except to the extent of its pecuniary interest therein.
Generation Investment Management LLP; By: /s/ Lisa Anderson, Partner 10/02/2020
Generation IM Climate Solutions II GP Ltd; By: /s/ Tammy Jennissen, Director 10/02/2020
Generation IM Climate Solutions Fund II, L.P.; By: /s/ Tammy Jennissen, Director 10/02/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.