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 | ||||
6.50% Convertible Senior Notes due 2019 | Â (5) | 05/15/2019 | Common Stock | 89,037 | $ (5) | I | By Foris Ventures, LLC (2) |
Warrant (Right to Buy) | Â (6) | Â (6) | Common Stock | 64,103 | $ 0.15 | I | By Foris Ventures, LLC (2) |
Warrant (Right to Buy) | Â (7) | Â (7) | Common Stock | 152,381 | $ 0.15 | I | By Foris Ventures, LLC (2) |
Warrant (Right to Buy) | Â (8) | Â (8) | Common Stock | 4,877,386 | $ 7.52 | I | By Foris Ventures, LLC (2) |
Stock Option (Right to Buy) | 08/01/2019 | 08/01/2028 | Common Stock | 3,466 | $ 6.96 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/02/2018 | 08/02/2027 | Common Stock | 1,733 | $ 3.93 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 07/13/2017 | 07/13/2026 | Common Stock | 1,733 | $ 6.08 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/11/2016 | 07/13/2026 | Common Stock | 400 | $ 25.35 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/07/2015 | 08/06/2024 | Common Stock | 400 | $ 57.9 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/08/2014 | 08/01/2023 | Common Stock | 400 | $ 41.4 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/09/2013 | 07/19/2022 | Common Stock | 400 | $ 53.25 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 08/07/2012 | 07/19/2021 | Common Stock | 400 | $ 367.5 | I | By L. John Doerr (4) |
Stock Option (Right to Buy) | 06/15/2011 | 03/15/2021 | Common Stock | 1,333 | $ 452.55 | I | By L. John Doerr (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Doerr Ann Howland 751 LAUREL STREET, #717 SAN CARLOS, CA 94070 |
 |  X |  |  |
Foris Ventures, LLC 751 LAUREL STREET #717 SAN CARLOS, CA 94070 |
 |  X |  |  |
Vallejo Ventures Trust UTA 21296 751 LAUREL STREET #717 SAN CARLOS, CA 94070 |
 |  X |  |  |
Hager Barbara 751 LAUREL STREET #717 SAN CARLOS, CA 94070 |
 |  X |  |  |
FORIS VENTURES, LLC, By: /s/ Barbara Hager , Printed Name: Barbara Hager, Title: Manager | 08/27/2018 | |
**Signature of Reporting Person | Date | |
The Vallejo Ventures Trust U/T/A 2/12/96, By: /s/ Barbara Hager , Printed Name: Barbara Hager, Title: Special Trustee | 08/27/2018 | |
**Signature of Reporting Person | Date | |
/s/ Ann Howland Doerr | 08/27/2018 | |
**Signature of Reporting Person | Date | |
/s/ Barbara Hager | 08/27/2018 | |
**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) | Includes 1,012,071 shares of Common Stock issuable to Foris Ventures, LLC ("Foris") following the October 9, 2017 automatic conversion of the Company's Series B 17.38% Convertible Preferred Stock ("Series B Preferred Stock") into Common Stock. Pursuant to the Series B Certificate of Designation, the automatic conversion of the Series B Preferred Stock held by Foris to Common Stock will be held in abeyance to the extent such conversion would cause Foris to beneficially own in excess of 9.99% of the number of shares of Common Stock outstanding (the "Beneficial Ownership Limitation"), until Foris is able to receive such shares without exceeding the Beneficial Ownership Limitation, but all rights under the Series B Certificate of Designation shall cease to apply, other than the right to convert. |
(2) | The Vallejo Ventures Trust U/T/A 2/12/96 ("VVT") is the member of Foris. L. John Doerr and Ann Doerr are the trustees of VVT. Barbara Hager is the special trustee of VVT and manager of Foris. By virtue of these relationships, each of VVT, Ann Doerr and Barbara Hager may be deemed to have the power to vote and dispose of shares held by Foris. Each of VVT, Ann Doerr and Barbara Hager disclaims beneficial ownership of the shares held by Foris except to the extent of her or its pecuniary interest therein, if any. |
(3) | L. John Doerr and Ann Doerr are the trustees of VVT. Barbara Hager is the special trustee of VVT and manager of Foris. By virtue of these relationships, Ann Doerr and Barbara Hager may be deemed to have the power to vote and dispose of shares held by VVT. Each of Ann Doerr and Barbara Hager disclaims beneficial ownership of the shares held by VVT except to the extent of her pecuniary interest therein, if any. |
(4) | L. John Doerr is the husband of Ann Doerr. |
(5) | The 6.50% Convertible Senior Note due 2019 held by Foris (the "Foris 6.50% Note due 2019") is convertible into shares of the Company's Common Stock at a conversion rate of 17.8073 shares per $1,000 in principal (which conversion rate is subject to adjustment in certain circumstances), representing an effective conversion price of approximately $56.16 per share. The principal amount of the Foris 6.50% Note due 2019 is $5,000,000. |
(6) | The exercisability of the warrant was subject to the approval of the stockholders of the Issuer, which was obtained on September 17, 2015. The warrant expires on July 29, 2020. |
(7) | The exercisability of the warrant was subject to the approval of the stockholders of the Issuer, which was obtained on May 17, 2016. The warrant expires on February 12, 2021. |
(8) | The warrant is exercisable beginning on February 17, 2019 (the "Initial Exercise Date"), the six month anniversary of the issuance of the warrant. The warrant expires on the fifteen month anniversary of the Initial Exercise Date. |