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 Preferred Stock | Â (1) | Â (1) | Common Stock | 1,370,070 | $ (1) | D | Â |
Series B Preferred Stock | Â (1) | Â (1) | Common Stock | 171,626 | $ (1) | D | Â |
Convertible Promissory Notes | Â (2) | Â (2) | Common Stock | 3,117,469.92 (2) | $ (2) | D | Â |
Warrant to Purchase Series A Preferred Stock | Â (3) | 10/31/2015(3) | Series A Preferred Stock | 69,451 | $ 5.201 | D | Â |
Warrant to Purchase Series A Preferred Stock | Â (3) | 07/02/2016(3) | Series A Preferred Stock | 34,726 | $ 5.201 | D | Â |
Warrant to Purchase Series A Preferred Stock | Â (3) | 09/25/2016(3) | Series A Preferred Stock | 43,409 | $ 5.201 | D | Â |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Scale Venture Partners II, LP C/O SCALE VENTURE MANAGEMENT II, LLC 950 TOWER LN., SUITE 700 FOSTER CITY, CA 94404 |
 |  X |  |  |
MITCHELL KATE C/O SCALE VENTURE MANAGEMENT II, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404 |
 |  X |  |  |
O'Driscoll Rory C/O SCALE VENTURE MANAGEMENT II, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404 |
 |  X |  |  |
Wienbar Sharon L C/O SCALE VENTURE MANAGEMENT II, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404 |
 |  X |  |  |
Scale Venture Management II, LLC 950 TOWER LANE, SUITE 700 FOSTER CITY, CA 94404 |
 |  X |  |  |
/s/ Kate D. Mitchell, Managing Member, Scale Venture Management II, LLC, the General Partner of SCALE VENTURE PARTNERS II, LP | 07/28/2011 | |
**Signature of Reporting Person | Date | |
/s/ Kate D. Mitchell | 07/28/2011 | |
**Signature of Reporting Person | Date | |
/s/ Rory O'Driscoll | 07/28/2011 | |
**Signature of Reporting Person | Date | |
/s/ Sharon Wienbar | 07/28/2011 | |
**Signature of Reporting Person | Date | |
/s/ Kate D. Mitchell Managing Member of SCALE VENTURE MANAGEMENT II, LLC | 07/28/2011 | |
**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) | The shares of Series A Preferred Stock and Series B Preferred Stock have no expiration date and are convertible at any time at the election of the holder. Every 2.374 shares of preferred stock will automatically convert into one share of common stock upon the closing of the Issuer's initial public offering. |
(2) | Principal and accrued interest will convert upon the Issuer's initial public offering into shares of Common Stock at a conversion price equal to the lesser of (i) the public offering price of the Common Stock sold in the Issuer's initial public offering, or (ii) $18.92. Amounts shown are reported in US dollars and include interest accrued through the date hereof; additional interest will accrue prior to conversion. |
(3) | The warrants are immediately exercisable and shall terminate on the earlier of the expiration date referenced above or the occurrence of other specified corporate transactions. |