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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-1 Convertible Preferred Stock | (1) | 04/01/2014 | C | 11,479,011 | (1) | (5) | Common Stock | 690,699 | $ 0 | 0 | I | See Footnote (6) | |||
Series B-1 Convertible Preferred Stock | (1) | 04/01/2014 | C | 6,409,436 | (1) | (5) | Common Stock | 183,126 | $ 0 | 0 | I | See Footnote (7) | |||
Series B-2 Convertible Preferred Stock | (1) | 04/01/2014 | C | 11,893,926 | (1) | (5) | Common Stock | 339,825 | $ 0 | 0 | I | See Footnote (8) | |||
Series B-3 Convertible Preferred Stock | (1) | 04/01/2014 | C | 5,699,111 | (1) | (5) | Common Stock | 162,830 | $ 0 | 0 | I | See Footnote (9) | |||
Series B-1 Warrant | $ 0.1297 (5) | 04/01/2014 | C | 416,361 (10) | (11) | 05/02/2017 | Series B-1 Convertible Preferred Stock | 416,361 (10) | $ 0 | 0 | I | See Footnote (12) | |||
Common Stock Warrant | $ 4.54 (5) | 04/01/2014 | C | 11,895 (10) | (11) | 05/02/2017 | Common Stock | 11,895 (10) | $ 0 | 11,895 | I | See Footnote (13) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
INTERWEST PARTNERS VIII LP C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
InterWest Management Partners VIII, LLC C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
INTERWEST INVESTORS VIII L P C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
INTERWEST INVESTORS Q VIII LP C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
GIANOS PHILIP T C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
Kliman Gilbert H C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
Holmes W Stephen C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X | |||
CASH HARVEY B C/O INTERWEST PARTNERS 2710 SAND HILL ROAD, SUITE 200 MENLO PARK, CA 94025 |
X |
/s/ W. Stephen Holmes, Managing Director | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ W. Stephen Holmes, Managing Director | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ W. Stephen Holmes, Managing Director | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ W. Stephen Holmes, Managing Director | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ Philip T. Gianos by Karen A. Wilson, Power of Attorney | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ Gilbert H. Kliman by Karen A. Wilson, Power of Attorney | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ W. Stephen Holmes | 04/01/2014 | |
**Signature of Reporting Person | Date | |
/s/ Harvey B. Cash by Karen A. Wilson, Power of Attorney | 04/01/2014 | |
**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 share of convertible preferred stock converted automatically into common stock upon the closing of the Issuer's initial public offering, and had no expiration date. |
(2) | These securities are held as follows: 1,327,893 by InterWest Partners VIII, LP ("IW8"), 10,597 by InterWest Investors VIII, LP ("II8") and 37,990 by InterWest Investors Q VIII, LP ("IIQ8") (collectively, the "InterWest Funds"). InterWest Management Partners VIII, LLC ("IMP8") is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(3) | Shares purchased in the Issuer's initial public offering at the intial public offering price of $12.00 per share as follows: 73,063 by InterWest Partners VIII, LP ("IW8"), 583 by InterWest Investors VIII, LP ("II8") and 2,090 by InterWest Investors Q VIII, LP ("IIQ8") (collectively, the "InterWest Funds"). |
(4) | These securities are held as follows: 1,400,956 by InterWest Partners VIII, LP ("IW8"), 11,180 by InterWest Investors VIII, LP ("II8") and 40,080 by InterWest Investors Q VIII, LP ("IIQ8") (collectively, the "InterWest Funds"). InterWest Management Partners VIII, LLC ("IMP8") is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(5) | The shares had no expiration date. |
(6) | These securities are held as follows: 666,318 by InterWest Partners VIII, LP ("IW8"), 5,318 by InterWest Investors VIII, LP ("II8") and 19,063 by InterWest Investors Q VIII, LP ("IIQ8") (collectively, the "InterWest Funds"). InterWest Management Partners VIII, LLC ("IMP8") is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(7) | These securities are held as follows: 176,662 by IW8, 1,410 by II8 and 5,054 by IIQ8. IMP8 is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(8) | These securities are held as follows: 327,830 by IW8, 2,616 by II8 and 9,379 by IIQ8. IMP8 is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(9) | These securities are held as follows: 157,083 by IW8, 1,253 by II8 and 4,494 by IIQ8. IMP8 is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(10) | Each share of Series B-1 preferred stock automatically converted into shares of common stock upon the closing of the Issure's initial public offering on a 1-for-35 basis. |
(11) | Warrant was fully exercisable upon original issue. |
(12) | These securities are held as follows: 401,663 by IW8, 3,206 by II8 and 11,492 by IIQ8. IMP8 is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |
(13) | These securities are held as follows: 11,476 by InterWest Partners VIII, LP ("IW8"), 91 by InterWest Investors VIII, LP ("II8") and 328 by InterWest Investors Q VIII, LP ("IIQ8") (collectively, the "InterWest Funds"). InterWest Management Partners VIII, LLC ("IMP8") is the General Partner of IW8, II8 and IIQ8 and has sole voting and investment control over the shares owned by IW8, II8 and IIQ8. Harvey B. Cash, Philip T. Gianos, W. Stephen Holmes, Gilbert H. Kliman and Arnold L. Oronsky are Managing Directors of IMP8 and disclaim beneficial ownership of those securities, except to the extent of their pecuniary interest therein. |