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-1 Preferred Stock | Â (1) | Â (1) | Common Stock | 1,000,000 (2) | $ 0 | D | Â |
Series A-2 Preferred Stock | Â (1) | Â (1) | Common Stock | 5,000,000 (2) | $ 0 | D | Â |
Series A-3 Preferred Stock | Â (1) | Â (1) | Common Stock | 10,489,738 (2) | $ 0 | D | Â |
Series A-3 Preferred Stock Warrants | Â (1) | Â (3) | Common Stock | 750,000 (2) | $ 0.01 | D | Â |
Series B Preferred Stock Warrants | Â (1) | Â (4) | Common Stock | 1,117,418 (2) | $ 0.01 | D | Â |
Convertible Promissory Note | Â (5) | Â (5) | Common Stock | 508,152 (2) | $ 5,081,521 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ACP IV, L.P. ONE EMBARCADERO CENTER, 37TH FLOOR SAN FRANCISCO, CA 94111 |
 |  X |  |  |
ACMP IV LLC ONE EMBARCADERO CENTER, 37TH FLOOR SAN FRANCISCO, CA 94111 |
 |  X |  |  |
JANNEY DANIEL ONE EMBARCADERO CENTER, 37TH FLOOR SAN FRANCISCO, CA 94111 |
 |  X |  |  |
NOHRA GUY P ONE EMBARCADERO CENTER, 37TH FLOOR SAN FRANCISCO, CA 94111 |
 |  X |  |  |
/s/ Daniel S. Janney | 10/25/2013 | |
**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-1 Preferred Stock, Series A-2 Preferred Stock and Series A-3 Preferred Stock is convertible into 0.2 of a share of Common Stock without payment of further consideration and will automatically convert into 0.2 of a share of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. The shares have no expiration date. |
(2) | These securities are held by ACP IV, L.P ("ACP IV"). Daniel S. Janney and Guy P. Nohra are directors of ACMP IV, LLC, the general partner of ACP IV and disclaims beneficial ownership of these securities except to the extent of any pecuniary interest therein. |
(3) | Warrants will expire as follows: (i) warrant representing 375,000 shares on 2/17/2019; and (ii) warrant representing 375,000 shares on 11/2/2019. |
(4) | Warrants will expire as follows: (i) warrant representing 186,236 shares on 12/7/2019; (ii) warrant representing 186,236 shares on 3/28/2020; (iii) warrant representing 279,355 shares on 5/23/2020; (iv) warrant representing 279,355 shares on 8/9/2020; and (v) warrant representing 186,236 shares on 9/30/2020. |
(5) | The outstanding principal amount and all accrued and unpaid interest thereon will convert into shares of common stock at a price per share equal to the initial public offering price upon consummation of the Issuer's initial public offering. |