UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL 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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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. |
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) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 314,759 | $ (1) | I | By RRE Ventures II, L.P. (2) |
Series A Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 55,062 | $ (1) | I | By RRE Ventures Fund II, L.P. (3) |
Series B Convertible Preferred Stock | Â (4) | Â (4) | Common Stock | 214,927 | $ (4) | I | By RRE Ventures II, L.P. (2) |
Series B Convertible Preferred Stock | Â (4) | Â (4) | Common Stock | 37,598 | $ (4) | I | By RRE Ventures Fund II, L.P. (3) |
Series C Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 754,133 | $ (1) | I | By RRE Ventures II, L.P. (2) |
Series C Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 131,831 | $ (1) | I | By RRE Ventures Fund II, L.P. (3) |
Series D Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 285,577 | $ (1) | I | By RRE Ventures II, L.P. (2) |
Series D Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 49,922 | $ (1) | I | By RRE Ventures Fund II, L.P. (3) |
Series E Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 78,738 | $ (1) | I | By RRE Ventures II, L.P. (2) |
Series E Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 13,768 | $ (1) | I | By RRE Ventures Fund II, L.P. (3) |
Series F Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 57,005 | $ (1) | I | By RRE Ventures II, L.P. (2) |
Series F Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 9,972 | $ (1) | I | By RRE Ventures Fund II, L.P. (3) |
Series E Convertible Preferred Stock Purchase Warrant | Â (5) | 10/19/2015 | Series E Convertible Preferred Stock (1) | 23,621 | $ 6.61 | I | By RRE Ventures II, L.P. (2) |
Series E Convertible Preferred Stock Purchase Warrant | Â (5) | 10/19/2015 | Series E Convertible Preferred Stock (1) | 4,130 | $ 6.61 | I | By RRE Ventures Fund II, L.P. (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
RRE Ventures GP II, LLC 130 EAST 59TH STREET 17TH FLOOR NEW YORK, NY 10022 |
 |  X |  |  |
RRE Ventures II, LP 130 EAST 59TH STREET 17TH FLOOR NEW YORK, NY 10022 |
 |  X |  |  |
RRE Ventures Fund II, LP 130 EAST 59TH STREET 17TH FLOOR NEW YORK, NY 10022 |
 |  X |  |  |
/s/ Andrew Zalasin, Member | 03/27/2012 | |
**Signature of Reporting Person | Date |
* | 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) | Each share of Series A, Series C, Series D, Series E and Series F Convertible Preferred Stock is convertible into one share of common stock upon the completion of the Issuer's initial public offering and has no expiration date. |
(2) | RRE Ventures GP II, LLC ("RRE GP") is the sole general partner of RRE Ventures II, L.P. James D. Robinson III, James D. Robinson IV, Stuart J. Ellman, and Andrew L. Zalasin are members of RRE GP and may be deemed to have shared voting and investment control with respect to these shares. Each of RRE GP and Messrs. Robinson III, Robinson IV, Ellman, and Zalasin disclaim beneficial ownership of these shares except to the extent of its or his pecuniary interest therein. |
(3) | RRE GP is the sole general partner of RRE Ventures Fund II, L.P. James D. Robinson III, James D. Robinson IV, Stuart J. Ellman, and Andrew L. Zalasin are members of RRE GP and may be deemed to have shared voting and investment control with respect to these shares. Each of RRE GP and Messrs. Messrs. Robinson III, Robinson IV, Ellman, and Zalasin disclaim beneficial ownership of these shares except to the extent of its or his pecuniary interest therein. |
(4) | Each share of Series B Convertible Preferred Stock is convertible into 1.8304174 shares of common stock upon the completion of the Issuer's initial public offering and has no expiration date. |
(5) | Immediately exercisable. |