|
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 |
|
| |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Preferred Stock | $ 0 (1) | 10/30/2015 | C | 248,174 | (1) | (1) | Common Stock | 248,174 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series A Preferred Stock | $ 0 (1) | 10/30/2015 | C | 3,631 | (1) | (1) | Common Stock | 3,631 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series A Preferred Stock | $ 0 (1) | 10/30/2015 | C | 719 | (1) | (1) | Common Stock | 719 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) | |||
Series B Preferred Stock | $ 0 (1) | 10/30/2015 | C | 225,612 | (1) | (1) | Common Stock | 225,612 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series B Preferred Stock | $ 0 (1) | 10/30/2015 | C | 3,301 | (1) | (1) | Common Stock | 3,301 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series B Preferred Stock | $ 0 (1) | 10/30/2015 | C | 654 | (1) | (1) | Common Stock | 654 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) | |||
Series C Preferred Stock | $ 0 (1) | 10/30/2015 | C | 80,437 | (1) | (1) | Common Stock | 80,437 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series C Preferred Stock | $ 0 (1) | 10/30/2015 | C | 1,176 | (1) | (1) | Common Stock | 1,176 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series C Preferred Stock | $ 0 (1) | 10/30/2015 | C | 233 | (1) | (1) | Common Stock | 233 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) | |||
Series D Preferred Stock | $ 0 (3) | 10/30/2015 | C | 55,583 | (3) | (3) | Common Stock | 57,420 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series D Preferred Stock | $ 0 (3) | 10/30/2015 | C | 813 | (3) | (3) | Common Stock | 839 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series D Preferred Stock | $ 0 (3) | 10/30/2015 | C | 161 | (3) | (3) | Common Stock | 166 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) | |||
Series D-1 Preferred Stock | $ 0 (1) | 10/30/2015 | C | 37,437 | (1) | (1) | Common Stock | 37,437 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series D-1 Preferred Stock | $ 0 (1) | 10/30/2015 | C | 547 | (1) | (1) | Common Stock | 547 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series D-1 Preferred Stock | $ 0 (1) | 10/30/2015 | C | 108 | (1) | (1) | Common Stock | 108 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) | |||
Series E Preferred Stock | $ 0 (4) | 10/30/2015 | C | 41,797 | (4) | (4) | Common Stock | 413,125 | $ 0 | 0 | I | Held directly by ATA Ventures II, L.P. (2) | |||
Series E Preferred Stock | $ 0 (4) | 10/30/2015 | C | 611 | (4) | (4) | Common Stock | 6,039 | $ 0 | 0 | I | Held directly by ATA Affiliates Fund II, L.P. (2) | |||
Series E Preferred Stock | $ 0 (4) | 10/30/2015 | C | 121 | (4) | (4) | Common Stock | 1,195 | $ 0 | 0 | I | Held directly by ATA Investment Fund II, L.P. (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ATA Management II, LLC 4300 EL CAMINO REAL SUITE 205 LOS ALTOS, CA 94022 |
X | |||
ATA Ventures II L.P. 4300 EL CAMINO REAL SUITE 205 LOS ALTOS, CA 94022 |
X | |||
ATA AFFILIATES FUND II L P 4300 EL CAMINO REAL SUITE 205 LOS ALTOS, CA 94022 |
X | |||
ATA Investment Fund II, L.P. 4300 EL CAMINO REAL SUITE 205 LOS ALTOS, CA 94022 |
X | |||
Fujimura Michio C/O ATA VENTURES 4300 EL CAMINO REAL, SUITE 205 LOS ALTOS, CA 94022 |
X | |||
Graham Hatch C/O ATA VENTURES 4300 EL CAMINO REAL, SUITE 205 LOS ALTOS, CA 94022 |
X | |||
THOMAS T PETER C/O ATA VENTURES 4300 EL CAMINO REAL, SUITE 205 LOS ALTOS, CA 94022 |
X |
ATA VENTURES II, L.P., by its General Partner, ATA Management II, LLC, by /s/ T. Peter Thomas, Managing Director | 10/30/2015 | |
**Signature of Reporting Person | Date | |
ATA AFFILIATES FUND II, L.P., by its General Partner, ATA Management II, LLC, by /s/ T. Peter Thomas, Managing Director | 10/30/2015 | |
**Signature of Reporting Person | Date | |
ATA INVESTMENT FUND II, L.P., by its General Partner, ATA Management II, LLC, by /s/ T. Peter Thomas, Managing Director | 10/30/2015 | |
**Signature of Reporting Person | Date | |
ATA MANAGEMENT II, LLC, by /s/ T. Peter Thomas, Managing Director | 10/30/2015 | |
**Signature of Reporting Person | Date | |
/s/ Hatch Graham by T. Peter Thomas, Attorney-in-Fact | 10/30/2015 | |
**Signature of Reporting Person | Date | |
/s/ Michio Fujimura by T. Peter Thomas, Attorney-in-Fact | 10/30/2015 | |
**Signature of Reporting Person | Date | |
/s/ T. Peter Thomas | 10/30/2015 | |
**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) | In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D-1 Preferred Stock automatically converted into one (1) share of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated. |
(2) | T. Peter Thomas, Hatch Graham and Michio Fujimura are the managing directors of ATA Management II, LLC, which serves as general partner to ATA Ventures II, LP, ATA Affiliates Fund II, LP and ATA Investment Fund II, LP, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities). |
(3) | In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series D Preferred Stock automatically converted into 1.0330576 shares of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated. |
(4) | In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series E Preferred Stock automatically converted into 9.8841 shares of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated. |