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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Stock | (1) | 05/07/2007 | C | 4,153,654 | (1) | (1) | Common Stock | 4,513,654 | $ 0 | 0 | I | Menlo Ventures IX LP (2) | |||
Series B Preferred Stock | (1) | 05/07/2007 | C | 148,950 | (1) | (1) | Common Stock | 148,950 | $ 0 | 0 | I | Menlo Entrepreneurs Fund IX LP (3) | |||
Series B Preferred Stock | (1) | 05/07/2007 | C | 18,054 | (1) | (1) | Common Stock | 18,054 | $ 0 | 0 | I | Menlo Entrepreneurs Fund IX (A), L.P (4) | |||
Series B Preferred Stock | (1) | 05/07/2007 | C | 81,246 | (1) | (1) | Common Stock | 81,246 | $ 0 | 0 | I | MMEF IX, L.P. (5) | |||
Series C Preferred Stock | (1) | 05/07/2007 | C | 3,268,508 | (1) | (1) | Common Stock | 3,268,508 | $ 0 | 0 | I | Menlo Ventures IX LP (2) | |||
Series C Preferred Stock | (1) | 05/07/2007 | C | 107,861 | (1) | (1) | Common Stock | 107,861 | $ 0 | 0 | I | Menlo Entreprenuers Fund IX LP (3) | |||
Series C Preferred Stock | (1) | 05/07/2007 | C | 13,074 | (1) | (1) | Common Stock | 13,074 | $ 0 | 0 | I | Menlo Entrepreneurs Fund IX (A), L.P (4) | |||
Series C Preferred Stock | (1) | 05/07/2007 | C | 58,833 | (1) | (1) | Common Stock | 58,833 | $ 0 | 0 | I | MMEF IX, L.P. (5) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 1,091,807 | (1) | (1) | Common Stock | 1,091,807 | $ 0 | 0 | I | Held by Menlo Ventures IX LP (2) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 36,029 | (1) | (1) | Common Stock | 36,029 | $ 0 | 0 | I | Menlo Entreprenuers Fund IX LP (3) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 4,583 | (1) | (1) | Common Stock | 4,583 | $ 0 | 0 | I | Menlo Entrepreneurs Fund IX (A), L.P (4) | |||
Series D Preferred Stock | (1) | 05/07/2007 | C | 20,519 | (1) | (1) | Common Stock | 20,519 | $ 0 | 0 | I | MMEF IX, L.P. (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
JARVE JOHN W C/O MENLO VETNURES 3000 SAND HILL ROAD, BLDG 4, SUITE 100 MENLO PARK, CA 94025 |
X | X |
/s/ John W. Jarve | 05/07/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Each share of Preferred Stock converted into one share of Common Stock upon the Closing of the Issuers public offering, was convertible at any time at the election of the holders and had no expiration date. |
(2) | These shares are owned directly by Menlo Ventures IX, L.P., whose sole general partner is MV Management IX, L.L.C. ("MVM-IX") of which John W. Jarve is a managing member. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. John W. Jarve is a director of Issuer. |
(3) | These shares are owned directly by Menlo Entrepreneurs Fund IX, L.P., whose sole general partner is MVM-IX of which John W. Jarve is a managing member. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. |
(4) | These shares are owned directly by Menlo Entrepreneurs Fund IX (A), L.P., whose sole general partner is MVM-IX of which John W. Jarve is a managing member. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. |
(5) | Theses shares are owned directly by MMEF IX, L.P., whose sole general partner is MVM-IX of which John W. Jarve is a managing member. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. |