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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 Convertible Preferred Stock | (1) | 03/26/2014 | C | 9,966,027 | (6) | (6) | Common Stock | 866,611 | $ 0 | 0 | D (2) | ||||
Series B Convertible Preferred Stock | (1) | 03/26/2014 | C | 8,017,215 | (6) | (6) | Common Stock | 697,149 | $ 0 | 0 | D (2) | ||||
Series C Convertible Preferred Stock | (1) | 03/26/2014 | C | 7,389,507 | (6) | (6) | Common Stock | 642,566 | $ 0 | 0 | D (2) | ||||
Series D-1 Convertible Preferred Stock | (1) | 03/26/2014 | C | 1,476,754 | (6) | (6) | Common Stock | 128,413 | $ 0 | 0 | D (2) | ||||
Series D-2 Convertible Preferred Stock | (1) | 03/26/2014 | C | 656,313 | (6) | (6) | Common Stock | 57,071 | $ 0 | 0 | D (2) | ||||
Warrant to Purchase Series B Convertible Preferred Stock | $ 0.45 | 03/26/2014 | C(7) | 665,057 | (8) | 03/26/2014 | Series B Convertible Preferred Stock | 665,057 | $ 0 | 0 | D (2) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | C(7) | 57,831 | 03/26/2014 | 03/26/2014 | Common Stock | 57,831 | $ 0 | 57,831 | D (2) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | X(7) | 57,831 | 03/26/2014 | 03/26/2014 | Common Stock | 57,831 | $ 0 | 0 | D (2) | ||||
Series A Convertible Preferred Stock | (1) | 03/26/2014 | C | 945,973 | (6) | (6) | Common Stock | 82,259 | $ 0 | 0 | D (4) | ||||
Series B Convertible Prefered Stock | (1) | 03/26/2014 | C | 760,994 | (6) | (6) | Common Stock | 66,173 | $ 0 | 0 | D (4) | ||||
Series C Convertible Preferred Stock | (1) | 03/26/2014 | C | 701,432 | (6) | (6) | Common Stock | 60,994 | $ 0 | 0 | D (4) | ||||
Series D-1 Convertible Preferred Stock | (1) | 03/26/2014 | C | 140,174 | (6) | (6) | Common Stock | 12,189 | $ 0 | 0 | D (4) | ||||
Series D-2 Convertible Preferred Stock | (1) | 03/26/2014 | C | 62,297 | (6) | (6) | Common Stock | 5,417 | $ 0 | 0 | D (4) | ||||
Warrant to Purchase Series B Convertible Preferred Stock | $ 0.45 | 03/26/2014 | C(7) | 63,127 | (8) | 03/26/2014 | Series B Convertible Preferred Stock | 63,127 | $ 0 | 0 | D (4) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | C(7) | 5,489 | 03/26/2014 | 03/26/2014 | Common Stock | 5,489 | $ 0 | 5,489 | D (4) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | X(7) | 5,489 | 03/26/2014 | 03/26/2014 | Common Stock | 5,489 | $ 0 | 0 | D (4) | ||||
Series A Convertible Preferred Stock | (1) | 03/26/2014 | C | 88,000 | (6) | (6) | Common Stock | 7,652 | $ 0 | 0 | D (5) | ||||
Seires B Convertible Preferred Stock | (1) | 03/26/2014 | C | 70,792 | (6) | (6) | Common Stock | 6,155 | $ 0 | 0 | D (5) | ||||
Series C Convertible Preferred Stock | (1) | 03/26/2014 | C | 65,250 | (6) | (6) | Common Stock | 5,674 | $ 0 | 0 | D (5) | ||||
Series D-1 Convertible Preferred Stock | (1) | 03/26/2014 | C | 13,040 | (6) | (6) | Common Stock | 1,134 | $ 0 | 0 | D (5) | ||||
Series D-2 Convertible Preferred Stock | (1) | 03/26/2014 | C | 5,796 | (6) | (6) | Common Stock | 504 | $ 0 | 0 | D (5) | ||||
Warrant to Purchase Series B Convertible Preferred Stock | $ 0.45 | 03/26/2014 | C(7) | 5,872 | (8) | 03/26/2014 | Series B Convertible Preferred Stock | 5,872 | $ 0 | 0 | D (5) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | C(7) | 510 | 03/26/2014 | 03/26/2014 | Common Stock | 510 | $ 0 | 510 | D (5) | ||||
Warrant to Purchase Common Stock | $ 5.175 | 03/26/2014 | X(7) | 510 | 03/26/2014 | 03/26/2014 | Common Stock | 510 | $ 0 | 0 | D (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Index Ventures IV (Jersey) LP OGIER HOUSE THE ESPLANADE ST. HELIER, Y9 JE4 9WG |
X | |||
Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP OGIER HOUSE THE ESPLANADE ST. HELIER, Y9 JE4 9WG |
X | |||
Yucca (Jersey) SLP OGIER HOUSE THE ESPLANADE ST. HELIER, Y9 JE4 9WG |
X |
/s/ Index Ventures IV (Jersey), L.P. By: Its Managing General Partner Index Venture Associates IV Limited Charles Le Cornu, Alternate Director | 03/27/2014 | |
**Signature of Reporting Person | Date | |
/s/ Acting by its managing General Partner, Index Associates IV Limited, Charles Le Cornu, Alternate Director | 03/27/2014 | |
**Signature of Reporting Person | Date | |
/s/ By: Ogier Employee Benefit Services Limited as Authorized Signatory of Yucca (Jersey) SLP in its capacity as administrator of the Index Co-Investment Scheme, by: Charles Le Cornu, authorized signatory | 03/27/2014 | |
**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) | In connection with the completion of the Issuer's initial public offering of common Stock, each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D-1 Convertible Preferred Stock and Series D-2 Convertible Preferred Stock automatically converted into Common Stock on a 1-for 11.5 basis. |
(2) | The securities are held by Index Ventures IV (Jersey) L.P. ("Index Ventures IV"). Index Venture Associates IV Limited is the general partner of Index Ventures IV. Paul Willing, Sinead Meehan, David Hall, Bernard Dalle and Phil Balderson are directors of Index Venture Associates IV Limited. Messrs. Willing, Hall, Dalle, Balderson and Ms. Meehan share voting and dispositive power with respect to the securities. Each of these persons disclaims beneficial ownership of these securities except to the extent of his or her pecuniary interest therein. |
(3) | Shares issued in connection with the net issue exercise of a warrant to purchase common stock. |
(4) | The securities are held by Index Ventures IV Parallel Entrepreneur Fund (Jersey) L.P. ("Index Entrepreneur Fund"). Index Venture Associates IV Limited is the general partner of Index Entrepreneur Fund. Paul Willing, Sinead Meehan, David Hall, Bernard Dalle and Phil Balderson are directors of Index Venture Associates IV Limited. Messrs. Willing, Hall, Dalle, Balderson and Ms. Meehan share voting and dispositive power with respect to the securities. Each of these persons disclaims beneficial ownership of these securities except to the extent of his or her pecuniary interest therein. |
(5) | The securities are held by Yucca (Jersey) SLP ("Yucca"). The corporate general partner of Yucca is Yucca Associates Limited. Messrs. Nigel T. Greenwood and Ian J. Henderson are directors of Yucca Associates Limited and share voting and dispositive power with respect to the securities held by Yucca. Each of these persons disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(6) | The securities do not have an expiraion date. Each share of Series A, Series B, Series C, Series D-1 and Series D-2 Convertible Preferred Stock converted automatically into shares of Common Stock in connection with the closing of the Issuer's initial public offering on March 26, 2014. Prior to its conversion into the Issuer's Common Stock, the Series A, Series B, Series C, Series D-1 and Series D-2 Convertible Preferred Stock was convertible at any time at the option of the holder. |
(7) | In connection with the closing of the Issuer's initial public offering of common stock, the warrants to purchase Series B Convertible Preferred Stock were converted into warrants to purchase Common Stock and were immediately net issue exercised into shares of Common Stock. |
(8) | Prior to the issuer's initial public offering of Common Stock, the warrants to purchase Series B Convertible Preferred Stock were exercisable at any time at the option of the holder. In connection with the issuer's initial public offering of Common Stock, the warrants converted into warrants to purchase common stock and were immediately and automatically net issue exercised. |