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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) | 03/19/2010 | C | 32,467 | (1) | (1) | Common Stock | 32,467 | $ 0 | 0 | I | By Foundation Capital Leadership Fund, LP (4) | |||
| Series A Preferred Stock | (1) | 03/19/2010 | C | 866 | (1) | (1) | Common Stock | 866 | $ 0 | 0 | I | By Foundation Capital Leadership Principals Fund, LLC (4) | |||
| Series B Preferred Stock | (1) | 03/19/2010 | C | 160,271 | (1) | (1) | Common Stock | 160,271 | $ 0 | 0 | I | By Foundation Capital Entrepreneurs Fund, LLC (5) | |||
| Series B Preferred Stock | (1) | 03/19/2010 | C | 1,442,447 | (1) | (1) | Common Stock | 1,442,447 | $ 0 | 0 | I | By Foundation Capital, LP (5) | |||
| Series C Preferred Stock | (1) | 03/19/2010 | C | 52,787 | (1) | (1) | Common Stock | 52,787 | $ 0 | 0 | I | By Foundation Capital Entrepreneurs Fund, LLC (5) | |||
| Series C Preferred Stock | (1) | 03/19/2010 | C | 475,080 | (1) | (1) | Common Stock | 475,080 | $ 0 | 0 | I | By Foundation Capital, LP (5) | |||
| Series D Preferred Stock | (1) | 03/19/2010 | C | 54,145 | (1) | (1) | Common Stock | 54,145 | $ 0 | 0 | I | By Foundation Capital Entrepreneurs Fund, LLC (5) | |||
| Series D Preferred Stock | (1) | 03/19/2010 | C | 487,305 | (1) | (1) | Common Stock | 487,305 | $ 0 | 0 | I | By Foundation Capital, LP (5) | |||
| Series E Preferred Stock | (1) | 03/19/2010 | C | 11,771 | (1) | (1) | Common Stock | 11,771 | $ 0 | 0 | I | By Foundation Capital Entrepreneurs Fund, LLC (5) | |||
| Series E Preferred Stock | (1) | 03/19/2010 | C | 105,924 | (1) | (1) | Common Stock | 105,924 | $ 0 | 0 | I | By Foundation Capital, LP (5) | |||
| Series F Preferred Stock | (1) | 03/19/2010 | C | 1,198,503 | (1) | (1) | Common Stock | 1,198,503 | $ 0 | 0 | I | By Foundation Capital Leadership Fund, LP (4) | |||
| Series F Preferred Stock | (1) | 03/19/2010 | C | 31,959 | (1) | (1) | Common Stock | 31,959 | $ 0 | 0 | I | By Foundation Capital Leadership Principals Fund, LLC (4) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| KOONTZ PAUL G C/O FOUNDATION CAPITAL 250 MIDDLEFIELD ROAD MENLO PARK, CA 94025 |
X | X | ||
| /s/ Gail M. Haney as Attorney-in-fact | 03/19/2010 | |
| **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) | The convertible preferred stock converted on a one-for-one basis and had no expiration date. |
| (2) | The reporting entity received 716 shares of Common Stock in connection with the conversion, on a one-for-one basis, of shares of Series E preferred stock. |
| (3) | The reporting entity received 6,447 shares of Common Stock in connection with the conversion, on a one-for-one basis, of shares of Series E preferred stock. |
| (4) | Paul G. Koontz is a Manager of FC Leadership Management Co., LLC ("FCLM") which serves as the sole Manager of Foundation Capital Leadership Fund, L.P. ("FCL") and Foundation Capital Leadership Principals Fund, LLC ("FCLP"). FCLM exercises sole voting and investment power over the shares owned by FCL and FCLP. As a Manager of FCLM, Mr. Koontz may be deemed to share voting and investment power over the shares owned by FCL and FCLP. Mr. Koontz disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. |
| (5) | Paul G. Koontz is a Manager of Foundation Capital Management Co., LLC ("FC1M") which serves as the sole Manager of Foundation Capital, L.P. ("FC1") and Foundation Capital Entrepreneurs Fund, LLC ("FC1E"). FC1M exercises sole voting and investment power over the shares owned by FC1 and FC1E. As a Manager of FC1M, Mr. Koontz may be deemed to share voting and investment power over the shares owned by FC1 and FC1E. Mr. Koontz disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. |