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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lee Roger H C/O BATTERY VENTURES 930 WINTER STREET, SUITE 2500 WALTHAM, MA 02451 |
X |
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Roger H. Lee) | 08/16/2012 | |
**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) | Pro-rata distribution for no consideration in a transaction exempt under Rule 16a-9(a) from Battery Ventures VIII (AIV III), L.P. ("BV VIII") to the limited partners of BV VIII and to Battery Partners VIII (AIV III), LLC ("BP VIII"), which is the general partner of BV VIII. |
(2) | Of the reported securities, 3,798,545 shares were distributed to the limited partners of BV VIII, and 894,794 shares were distributed to the members of BP VIII. Such shares distributed to BP VIII were further distributed to the members of BP VIII and shall not be deemed to be held by the reporting person for the purpose of this filing. |
(3) | The reported securities were owned directly by Battery Ventures VIII (AIV III), L.P. The sole general partner of Battery Ventures VIII (AIV III), L.P. is Battery Partners VIII (AIV III), LLC and its investment adviser is Battery Management Corp. (together with Battery Partners VIII (AIV III), LLC, the "Battery Companies"). The managing members or officers of the Battery Companies who share voting and dispositive power with respect to the shares are Neeraj Agrawal, Michael M. Brown, Thomas J. Crotty, Sunil Dhaliwal, Richard D. Frisbie, Kenneth P. Lawler, Roger H. Lee, R. David Tabors and Scott R. Tobin. Each of Messrs. Agrawal, Brown, Crotty, Dhaliwal, Frisbie, Lawler, Lee, Tabors and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
(4) | Pro-rata distribution for no consideration in a transaction exempt under Rule 16a-9(a) from Battery Partners VIII (AIV III), LLC to the Lee Family Trust dated September 21, 2007. |