SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 2)*

 

Bazaarvoice, Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
073271108
(CUSIP Number)
 
December 31, 2014
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨Rule 13d-1(b)

 

¨Rule 13d-1(c)

 

xRule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 

Page 1 of 12

Exhibit Index on Page 10

 

 
 

 

CUSIP # 073271108 Page 2 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Austin Ventures VIII, L.P. (“AV VIII”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)       ¨        (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware


NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 5 SOLE VOTING POWER
10,693,535 shares, except that AV Partners VIII, L.P. (“AVP VIII”), the general partner of AV VIII, may be deemed to have sole power to vote these shares, and Joseph C. Aragona (“Aragona”), Kenneth P. DeAngelis (“DeAngelis”), Christopher A. Pacitti (“Pacitti”) and John D. Thornton (“Thornton”), the general partners of AVP VIII, may be deemed to have shared power to vote these shares.
  6 SHARED VOTING POWER
See response to row 5.
  7 SOLE DISPOSITIVE POWER
10,693,535 shares, except that AVP VIII, the general partner of AV VIII, may be deemed to have sole power to dispose of these shares, and Aragona, DeAngelis, Pacitti and Thornton, the general partners of AVP VIII, may be deemed to have shared power to dispose of these shares.
  8 SHARED DISPOSITIVE POWER
See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,693,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%

12 TYPE OF REPORTING PERSON

 

PN

 

 
 

 

CUSIP # 073271108 Page 3 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

AV Partners VIII, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)       ¨       (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware


NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 5 SOLE VOTING POWER
10,693,535 shares, all of which are directly owned by AV VIII. AVP VIII, the general partner of AV VIII, may be deemed to have the sole power to vote these shares, and Aragona, DeAngelis, Pacitti and Thornton, the general partners of AVP VIII, may be deemed to have shared power to vote these shares.
  6 SHARED VOTING POWER
See response to row 5.
  7 SOLE DISPOSITIVE POWER
10,693,535 shares, all of which are directly owned by AV VIII. AVP VIII, the general partner of AV VIII, may be deemed to have the sole power to dispose of these shares, and Aragona, DeAngelis, Pacitti and Thornton, the general partners of AVP VIII, may be deemed to have shared power to dispose of these shares.
  8 SHARED DISPOSITIVE POWER
See response to row 7.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,693,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%

12 TYPE OF REPORTING PERSON

 

PN

 

 
 

 

CUSIP # 073271108 Page 4 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Joseph C. Aragona

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen

NUMBER OF 5 SOLE VOTING POWER
-0-
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 6 SHARED VOTING POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Aragona is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to vote these shares.
  7 SOLE DISPOSITIVE POWER
-0-
  8 SHARED DISPOSITIVE POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Aragona is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to dispose of these shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,693,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%

12 TYPE OF REPORTING PERSON

 

IN

 

 
 

 

CUSIP # 073271108 Page 5 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Kenneth P. DeAngelis

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen

NUMBER OF 5 SOLE VOTING POWER
-0-
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 6 SHARED VOTING POWER
10,693,535 shares, all of which are directly owned by AV VIII.  DeAngelis is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to vote these shares.
  7 SOLE DISPOSITIVE POWER
-0-
  8 SHARED DISPOSITIVE POWER
10,693,535 shares, all of which are directly owned by AV VIII.  DeAngelis is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to dispose of these shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,693,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%

12 TYPE OF REPORTING PERSON

 

IN

 

 
 

 

CUSIP # 073271108 Page 6 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Christopher A. Pacitti

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen

NUMBER OF 5 SOLE VOTING POWER
44,940 shares
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 6 SHARED VOTING POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Pacitti is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to vote these shares.
  7 SOLE DISPOSITIVE POWER
44,940 shares
  8 SHARED DISPOSITIVE POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Pacitti is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to dispose of these shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,738,475

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.7%

12 TYPE OF REPORTING PERSON

 

IN

 

 
 

 

CUSIP # 073271108 Page 7 of 12

 

1

NAME OF REPORTING
SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

John D. Thornton

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x     

3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen

NUMBER OF 5 SOLE VOTING POWER
-0-
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH		 6 SHARED VOTING POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Thornton is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to vote these shares.
  7 SOLE DISPOSITIVE POWER
-0-
  8 SHARED DISPOSITIVE POWER
10,693,535 shares, all of which are directly owned by AV VIII.  Thornton is a general partner of AVP VIII, the general partner of AV VIII, and may be deemed to have shared power to dispose of these shares.

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

10,693,535

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

        ¨

11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%

12 TYPE OF REPORTING PERSON

 

IN

 

 
 

 

CUSIP # 073271108 Page 8 of 12

 

This Amendment No. 2 amends the Statement on Schedule 13G previously filed by Austin Ventures VIII, L.P., a Delaware limited partnership, AV Partners VIII, L.P., a Delaware limited partnership, Joseph C. Aragona, Kenneth P. DeAngelis, Christopher A. Pacitti and John D. Thornton. The foregoing entities and individuals are collectively referred to as the “Reporting Persons.” Only those items as to which there has been a change are included in this Amendment No. 2.

 

ITEM 4.OWNERSHIP

 

The following information with respect to the ownership of the Common Stock of the issuer by the person filing this Statement is provided as of December 31, 2014.

 

(a)Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

 
 

 

CUSIP # 073271108 Page 9 of 12

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 13, 2015

 

AUSTIN VENTURES VIII, L.P. /s/ Kevin Kunz
By AV Partners VIII, L.P., Signature
Its General Partner  
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
AV PARTNERS VIII, L.P. /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
JOSEPH C. ARAGONA /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
KENNETH P. DeANGELIS /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
CHRISTOPHER A. PACITTI /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
JOHN D. THORNTON /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact

 

 
 

 

CUSIP # 073271108 Page 10 of 12

 

EXHIBIT INDEX

 

    Found on
Sequentially
Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   11
     
Exhibit B: Power of Attorney   12

 

 
 

 

CUSIP # 073271108 Page 11 of 12

 

exhibit A

 

Agreement of Joint Filing

 

Note that a copy of the applicable Agreement of Joint Filing is already on file with the appropriate agencies.

 

 
 

 

CUSIP # 073271108 Page 12 of 12

 

EXHIBIT B

 

Power of Attorney

 

Note that a copy of the applicable Power of Attorney is already on file with the appropriate agencies.