|
CUSIP
No.
29384R105
|
13G
|
Page 2 of
11
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|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CMEA
Ventures Information Technology II, L.P.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER
OF
|
5
|
SOLE
VOTING POWER
0
|
|
|
SHARES
BENEFICIALLY
OWNED
BY
|
6
|
SHARED
VOTING POWER
7,521,121
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
WITH:
|
8
|
SHARED
DISPOSITIVE POWER
7,521,121
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,521,121
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.9%
|
||
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
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CUSIP
No.
29384R105
|
13G
|
Page 3 of
11
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|
1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CMEA
Ventures Information Technology II, Civil Law
Partnership
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Germany
|
||
|
NUMBER
OF
|
5
|
SOLE
VOTING POWER
0
|
|
|
SHARES
BENEFICIALLY
OWNED
BY
|
6
|
SHARED
VOTING POWER
7,521,121
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
WITH:
|
8
|
SHARED
DISPOSITIVE POWER
7,521,121
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,521,121
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.9%
|
||
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
|
CUSIP
No.
29384R105
|
13G
|
Page 4 of
11
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1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CMEA
Ventures IT Management II,
L.P.
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
||
|
NUMBER
OF
|
5
|
SOLE
VOTING POWER
0
|
|
|
SHARES
BENEFICIALLY
OWNED
BY
|
6
|
SHARED
VOTING POWER
7,521,121
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
WITH:
|
8
|
SHARED
DISPOSITIVE POWER
7,521,121
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,521,121
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.9%
|
||
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
||
|
CUSIP
No.
29384R105
|
13G
|
Page 5 of
11
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Thomas
R. Baruch
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||
|
NUMBER
OF
|
5
|
SOLE
VOTING POWER
61,717
|
|
|
SHARES
BENEFICIALLY
OWNED
BY
|
6
|
SHARED
VOTING POWER
7,582,838
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
61,717
|
|
|
WITH:
|
8
|
SHARED
DISPOSITIVE POWER
7,582,838
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,582,838
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.0%
|
||
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
||
|
CUSIP
No.
29384R105
|
13G
|
Page 6 of
11
|
|
1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
James
F.
Watson
|
||
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
|
3
|
SEC
USE ONLY
|
||
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
||
|
NUMBER
OF
|
5
|
SOLE
VOTING POWER
0
|
|
|
SHARES
BENEFICIALLY
OWNED
BY
|
6
|
SHARED
VOTING POWER
7,521,121
|
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
|
WITH:
|
8
|
SHARED
DISPOSITIVE POWER
7,521,121
|
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,521,121
|
||
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) o
|
||
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.9%
|
||
|
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
||
|
CUSIP
No.
29384R105
|
13G
|
Page 7 of
11
|
|
Item
1(a).
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Name of
Issuer:
|
| Entropic Communications, Inc. (the “Issuer”). | |
|
Item 1(b).
|
Address
of Issuer’s Principal Executive Offices:
|
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6290
Sequence Drive
|
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San
Diego, CA 92121
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Item 2(a).
|
Name
of Persons Filing:
|
|
This
statement is filed by: (1) CMEA Ventures Information Technology II, L.P.
(“CMEA IV”); (2) CMEA Ventures Information Technology II, Civil Law
Partnership (“CMEA IV Parallel”); (3) CMEA Ventures IT Management II,
L.P., which is the sole general partner and managing partner of CMEA IV
and CMEA IV Parallel, respectively (“CMEA IV Management”); (4) Thomas R.
Baruch (“Baruch”), a member of the Issuer’s board of directors; and (5)
James F. Watson (“Watson”). Each of Baruch and Watson are
general partners of CMEA IV Management. The persons named in
this paragraph are referred to individually herein as a “Reporting Person”
and collectively referred to as the “Reporting
Persons.”
|
|
|
Item 2(b).
|
Address
of Principal Business Office or, if None, Residence:
|
|
The
principal address for CMEA IV, CMEA IV Parallel, CMEA IV Management,
Baruch and Watson is One Embarcadero Center, Suite 3250, San Francisco, CA
94111-3600.
|
|
|
Item 2(c).
|
Citizenship:
|
|
CMEA
IV and CMEA IV Management are limited partnerships organized under the
laws of the state of Delaware, United States. CMEA IV Parallel
is a civil law partnership organized under the laws of the country of
Germany. Each of Baruch and Watson is a citizen of the United
States.
|
|
|
Item 2(d).
|
Title
of Class of Securities:
|
| Common Stock, $0.001 par value per share (the “Common Stock”). | |
|
Item 2(e).
|
CUSIP
Number:
29384R105
|
|
CUSIP
No.
29384R105
|
13G
|
Page 8 of
11
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Item
3.
|
If this statement is
filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the
Person filing is a:
|
|
Not
applicable.
|
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|
Item 4.
|
Ownership. |
| (a) Amount Beneficially Owned: | |
|
CMEA
IV is the record owner of 6,682,427 shares of Common Stock as of
December 31, 2008 and CMEA IV Parallel is the record owner of 838,694
shares of Common Stock as of December 31, 2008 (together, the “CMEA IV
Shares”). By virtue of their relationship as affiliated limited
partnerships whose general partner and managing partner is CMEA IV
Management, CMEA IV and CMEA IV Parallel may each be deemed to share the
power to direct the disposition and vote all of the CMEA IV
Shares. As the sole general partner and managing partner of
CMEA IV and CMEA IV Parallel, CMEA IV Management may be deemed to own
beneficially the CMEA IV Shares. As the individual general
partners of CMEA IV Management, Baruch and Watson likewise may be deemed
to own beneficially the CMEA IV Shares.
|
|
|
As
of December 31, 2008, Baruch individually owns options to purchase 61,717
shares of Common Stock exercisable within 60 days (the “Baruch
Shares”). Accordingly, Baruch may be deemed to be the
beneficial owner of the Baruch Shares in addition to the CMEA IV Shares,
for a total of 7,582,838 shares of Common Stock. Baruch also
has options to purchase an additional 2,128 shares of Common Stock which
will fully vest on May 14, 2009. As these options are not
exercisable within 60 days of the date of this filing, such options were
not included in the ownership calculations pursuant to Rule
13d-3(d)(1).
|
|
| (b) Percent of Class: | |
|
See
Line 11 of cover sheets. The percentages set forth on the cover
sheets are calculated based on 69,104,207 shares of Common Stock reported
to be outstanding as of October 24, 2008 in the Issuer’s most recently
filed Form 10-Q as filed with the SEC on October 29, 2008, as adjusted
pursuant to Rule 13d-3(d)(1).
|
|
| (c) Number of shares as to which such person has: |
|
|
(i)
|
sole
power to vote or to direct the vote: See line 5 of cover
sheets.
|
|
|
(ii)
|
shared
power to vote or to direct the vote: See line 6 of cover
sheets.
|
|
|
(iii)
|
sole
power to dispose or to direct the disposition: See line 7 of cover
sheets.
|
|
|
(iv)
|
shared
power to dispose or to direct the disposition: See line 8 of cover
sheets.
|
| Each Reporting Person disclaims beneficial ownership of such shares of Common Stock, except for the shares, if any, such Reporting Person holds of record. | |
|
Item
5.
|
Ownership of Five
Percent or Less of a Class.
|
| Not applicable. |
|
CUSIP
No.
29384R105
|
13G
|
Page 9 of
11
|
|
Item
6.
|
Ownership of More than
Five Percent on Behalf of Another
Person.
|
|
Not
applicable.
|
|
|
Item
7.
|
Identification and
Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company or Control
Person.
|
| Not applicable. | |
|
Item 8.
|
Identification and Classification of Members of the Group. |
| Not applicable. The Reporting Persons expressly disclaim membership in a group as used in Rule 13d-5(b). | |
|
Item 9.
|
Notice of Dissolution of Group. |
| Not applicable. | |
|
Item 10.
|
Certification. |
|
Not
applicable. This statement on Schedule 13G is not filed
pursuant to Rule 13d-1(b) or Rule
13d-1(c).
|
|
CUSIP
No.
29384R105
|
13G
|
Page 10 of
11
|
|
CUSIP
No.
29384R105
|
13G
|
Page 11 of
11
|