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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 Preferred Stock | (1) | 05/27/2009 | C | 162,954 | (1) | (5) | Common Stock | 162,954 | (1) | 0 | D (2) | ||||
Series A Preferred Stock | (1) | 05/27/2009 | C | 2,202,140 | (1) | (5) | Common Stock | 2,202,140 | (1) | 0 | D (3) | ||||
Series A Preferred Stock | (1) | 05/27/2009 | C | 2,365,094 | (1) | (5) | Common Stock | 2,365,094 | (1) | 0 | I | See Footnote (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Impact Venture Advisors, LLC 2705 WESTLAKE DRIVE AUSTIN, TX 78746 |
X | |||
IMPACT ENTREPRENEURS FUND LP 2705 WESTLAKE DRIVE AUSTIN, TX 78746 |
X |
/s/ Adam R. Dell | 05/27/2009 | |
**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 one share of Series A Preferred Stock automatically converted into one share of Common Stock immediately prior to the completion of the Issuer's initial public offering. |
(2) | The shares are held directly by Impact Entrepreneurs Fund, L.P. ("IEF"). |
(3) | The shares are held directly by Impact Venture Partners, L.P. ("IVP"). |
(4) | Impact Venture Advisors, LLC ("IVA"), the Designated Filer, is the sole general partner of each of IEF and IVP and may be deemed to have sole voting and dispositive power over the 3,503,853 shares of common stock held by such entities. Adam R. Dell, the manager of IVA, may also be deemed to have sole voting and dispositive power over the 3,503,853 shares of common stock held by such entities. IVA and Mr. Dell disclaim beneficial ownership of such shares except to the extent of any pecuniary interest therein. |
(5) | The expiration date is not relevant to the conversion of these securities. |