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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 A Convertible Preferred Stock | (1) | 01/29/2014 | C | 116,640 | (5) | (6) | Common Stock | 116,640 | (1) | 0 | I | See Footnote (2) | |||
Series A-1 Convertible Preferred Stock | (1) | 01/29/2014 | C | 31,016 | (5) | (6) | Common Stock | 31,016 | (1) | 0 | I | See Footnote (2) | |||
Series B Convertible Preferred Stock | (1) | 01/29/2014 | C | 26,234 | (5) | (6) | Common Stock | 26,234 | (1) | 0 | I | See Footnote (2) | |||
Series A Convertible Preferred Stock | (1) | 01/29/2014 | C | 29,180 | (5) | (6) | Common Stock | 29,180 | (1) | 0 | I | See Footnote (3) | |||
Series A-1 Convertible Preferred Stock | (1) | 01/29/2014 | C | 7,109 | (5) | (6) | Common Stock | 7,109 | (1) | 0 | I | See Footnote (3) | |||
Series B Convertible Preferred Stock | (1) | 01/29/2014 | C | 5,241 | (5) | (6) | Common Stock | 5,241 | (1) | 0 | I | See Footnote (3) | |||
Series A Convertible Preferred Stock | (1) | 01/29/2014 | C | 29,180 | (5) | (6) | Common Stock | 29,180 | (1) | 0 | I | See Footnote (4) | |||
Series A-1 Convertible Preferred Stock | (1) | 01/29/2014 | C | 7,109 | (5) | (6) | Common Stock | 7,109 | (1) | 0 | I | See Footnote (4) | |||
Series B Convertible Preferred Stock | (1) | 01/29/2014 | C | 5,241 | (5) | (6) | Common Stock | 5,241 | (1) | 0 | I | See Footnote (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Swette Brian C/O CARE.COM, INC. 201 JONES ROAD, SUITE 500 WALTHAM, MA 02451 |
X |
/s/ Diane Musi, as Attorney-in-Fact for Brian T. Swette | 01/29/2014 | |
**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 Series A Convertible Preferred, Series A-1 Convertible Preferred and Series B Convertible Preferred Stock automatically converted into one share of Issuer's Common Stock upon the consummation of Issuer's initial public offering. |
(2) | These shares are held by the Swette Family Trust-2000, of which Reporting Person is a co-trustee. |
(3) | These shares are held by GRAT #2 under Brian T. Swette 2010 Master Grantor Retained Annuity Trust Agreement dated 03/01/10. |
(4) | These shares are held by Reporting Person's wife, trustee of GRAT #2 under Kelly Swette 2010 Master Grantor Retained Annuity Trust Agreement dated 03/01/10. |
(5) | The Series A Convertible Preferred Stock, Series A-1 Convertible Preferred Stock and Series B Convertible Preferred Stock automatically convert into shares of Issuer's Common Stock on a 1:1 basis upon the completion of Issuer's initial public offering. |
(6) | The expiration date is not relevant to the conversion of these securities. |