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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) | 07/23/2014 | C | 3,673,730 | (1) | (1) | Common Stock | 3,673,730 | $ 0 | 0 | I | By Maveron Equity Partners III, L.P. (2) | |||
Series A Convertible Preferred Stock | (1) | 07/23/2014 | C | 155,880 | (1) | (1) | Common Stock | 155,880 | $ 0 | 0 | I | By Maveron III Entrepreneurs? Fund L.P. (5) | |||
Series A Convertible Preferred Stock | (1) | 07/23/2014 | C | 503,720 | (1) | (1) | Common Stock | 503,720 | $ 0 | 0 | I | By MEP Associates III, L.P. (6) | |||
Series B Convertible Preferred Stock | (3) | 07/23/2014 | C | 1,210,920 | (3) | (3) | Common Stock | 1,210,920 | $ 0 | 0 | I | By Maveron Equity Partners III, L.P. (2) | |||
Series B Convertible Preferred Stock | (3) | 07/23/2014 | C | 51,364 | (3) | (3) | Common Stock | 51,364 | $ 0 | 0 | I | By Maveron III Entrepreneurs? Fund L.P. (5) | |||
Series B Convertible Preferred Stock | (3) | 07/23/2014 | C | 166,032 | (3) | (3) | Common Stock | 166,032 | $ 0 | 0 | I | By MEP Associates III, L.P. (6) | |||
Series C Convertible Preferred Stock | (4) | 07/23/2014 | C | 545,165 | (4) | (4) | Common Stock | 545,165 | $ 0 | 0 | I | By Maveron Equity Partners III, L.P. (2) | |||
Series C Convertible Preferred Stock | (4) | 07/23/2014 | C | 23,131 | (4) | (4) | Common Stock | 23,131 | $ 0 | 0 | I | By Maveron III Entrepreneurs? Fund L.P. (5) | |||
Series C Convertible Preferred Stock | (4) | 07/23/2014 | C | 74,750 | (4) | (4) | Common Stock | 74,750 | $ 0 | 0 | I | By MEP Associates III, L.P. (6) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Maveron General Partner III LLC 411 FIRST AVE. S. SUITE 600 SEATTLE, WA 98104 |
X | |||
Maveron Equity Partners III, L.P. 411 FIRST AVE. S. SUITE 600 SEATTLE, WA 98104 |
X | |||
Maveron III Entrepreneurs Fund, L.P. 411 FIRST AVE. S. SUITE 600 SEATTLE, WA 98104 |
X | |||
MEP Associates III, L.P. 411 FIRST AVE. S. SUITE 600 SEATTLE, WA 98104 |
X |
Pete McCormick, a managing member of Maveron General Partner III LLC | 07/23/2014 | |
**Signature of Reporting Person | Date | |
Pete McCormick, a managing member of Maveron General Partners III LLC, the general partner of Maveron Equity Partner III, L.P. | 07/23/2014 | |
**Signature of Reporting Person | Date | |
Pete McCormick, a managing member of Maveron General Partner III LLC, the general partner of Maveron III Entrepreneurs' Fund L.P. | 07/23/2014 | |
**Signature of Reporting Person | Date | |
Pete McCormick, a managing member of Maveron General Partner III LLC, the general partner of MEP Associates III, L.P. | 07/23/2014 | |
**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 the issuer's Series A Convertible Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 23, 2014 in connection with the closing of the issuer's sale of its Common Stock in its firm commitment initial public offering (the "IPO") pursuant to a registration statement on Form S-1 (File No. 333-196814) under the Securities Act of 1933, as amended (the "Registration Statement"), and had no expiration date. |
(2) | Maveron General Partner III LLC ("Maveron LLC"), which is the general partner of Maveron Equity Partners III, L.P. ("Maveron Equity"), has sole voting and investment power over the securities held by Maveron Equity. Maveron LLC disclaims beneficial ownership over such securities except to the extent of its pecuniary interest therein. In addition, Dan Levitan, who is a Director of the issuer, and certain other individuals are managing members of Maveron LLC and may be deemed to share voting and investment power over the shares held of record by Maveron Equity. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
(3) | Each share of the issuer's Series B Convertible Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 23, 2014 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. |
(4) | Each share of the issuer's Series C Convertible Preferred Stock automatically converted into 1 share of the issuer's Common Stock on July 23, 2014 in connection with the closing of the issuer's sale of its Common Stock in its IPO pursuant to the Registration Statement, and had no expiration date. |
(5) | Maveron LLC, which is the general partner of Maveron III Entrepreneurs' Fund L.P. ("Maveron Entrepreneurs"), has sole voting and investment power over the securities held by Maveron Entrepreneurs. Maveron LLC disclaims beneficial ownership over such securities except to the extent of its pecuniary interest therein. In addition, Dan Levitan, who is a Director of the issuer, and certain other individuals are managing members of Maveron LLC and may be deemed to share voting and investment power over the shares held of record by Maveron Entrepreneurs. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
(6) | Maveron LLC, which is the general partner of MEP Associates III, L.P. ("MEP"), has sole voting and investment power over the securities held by MEP. Maveron LLC disclaims beneficial ownership over such securities except to the extent of its pecuniary interest therein. In addition, Dan Levitan, who is a Director of the issuer, and certain other individuals are managing members of Maveron LLC and may be deemed to share voting and investment power over the shares held of record by MEP. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |