UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 692,307 | $ (1) | I | By vSpring SBIC, L.P. (2) (3) |
Series B Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 871,652 | $ (1) | I | By vSpring SBIC, L.P. (2) (3) |
Series C Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 282,505 | $ (1) | I | By vSpring SBIC, L.P. (2) (3) |
Series D Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 94,268 | $ (1) | I | By vSpring SBIC, L.P. (2) (3) |
Series G Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 63,542 | $ (1) | I | By vSpring III D, L.P. (4) (3) |
Series G Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 226,819 | $ (1) | I | By vSpring III, L.P. (5) (3) |
Series G Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 1,256 | $ (1) | I | By vSpring Partners III, L.P. (6) (3) |
Series G Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 32,402 | $ (1) | I | By vSpring SBIC, L.P. (2) (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
vSpring Management III D, L.L.C. 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITYÂ 84121 |
 |  X |  |  |
vSpring Management III, L.L.C. 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, UT 84121 |
 |  X |  |  |
vSpring Partners III, L.P. 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, UT 84121 |
 |  X |  |  |
vSpring SBIC Management, L.L.C. 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, UT 84121 |
 |  X |  |  |
VSPRING SBIC LP 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, UT 84121 |
 |  X |  |  |
vSpring III D, L.P. 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, CA 84121 |
 |  X |  |  |
vSpring III L P 2795 E. COTTONWOOD PARKWAY, SUITE 360 SALT LAKE CITY, UT 84121 |
 |  X |  |  |
vSpring Management III D, L.L.C., /s/ Scott R. Petty, Managing Member | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring Management III, L.L.C., /s/ Scott R. Petty, Managing Member | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring Partners III, L.P., /s/ Scott R. Petty, Managing Member of vSpring Management III, LLC, its General Partner | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring SBIC Management, L.L.C., /s/ Scott R. Petty, Managing Member | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring SBIC, L.P., /s/ Scott R. Petty, Managing Member of vSpring SBIC Management, LLC, its General Partner | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring III D, L.P. /s/ Scott R. Petty, Managing Member of vSpring Management III D, LLC, its General Partner | 08/01/2013 | |
**Signature of Reporting Person | Date | |
vSpring III, L.P., /s/ Scott R. Petty, Managing Member of vSpring Management III, LLC, its General Partner | 08/01/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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 Issuer's Preferred Stock automatically converts into Common Stock on a 1-for-1 basis immediately prior to the closing of the Issuer's initial public offering and has no expiration date. |
(2) | These shares are owned directly by vSpring SBIC, L.P. ("vSpring SBIC"), of which vSpring SBIC Management, L.L.C. ("vSpring SBIC Management") is the sole general partner and exercises voting and investment power over these shares. The managing members of vSpring SBIC Management are Scott Petty and Dinesh Patel. Scott Petty is a director of Issuer. vSpring SBIC, vSpring III D (as defined below), vSpring III (as defined below) and vSpring Partners (as defined below) may be deemed to be members of a Section 13(d) "group." vSpring Management III (as defined below), vSpring Management III D (as defined below), vSpring III D, vSpring III and vSpring Partners disclose the existence of such group and disclaim beneficial ownership of any shares held by vSpring SBIC. |
(3) | The reporting persons and their managing members disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein, and this report shall not be deemed an admission that any of the reporting persons or their managing members are the beneficial owners of such securities for Section 16 or any other purpose. |
(4) | These shares are owned directly by vSpring III D, L.P. ("vSpring III D"), of which vSpring Management III D, L.L.C. ("vSpring Management III D") is the sole general partner and exercises voting and investment power over these shares. The managing members of vSpring Management III D are Scott Petty, Dinesh Patel, Ron Heinz and Brandon Tidwell. Scott Petty is a director of Issuer. vSpring III D, vSpring SBIC, vSpring III (as defined below) and vSpring Partners (as defined below) may be deemed to be members of a Section 13(d) "group." vSpring SBIC, vSpring SBIC Management, vSpring Management III (as defined below), vSpring III and vSpring Partners disclose the existence of such group and disclaim beneficial ownership of any shares held by vSpring III D. |
(5) | These shares are owned directly by vSpring III, L.P. ("vSpring III"), of which vSpring Management III, L.L.C. ("vSpring Management III") is the sole general partner and exercises voting and investment power over these shares. The managing members of vSpring Management III are Scott Petty, Dinesh Patel, Ron Heinz and Brandon Tidwell. Scott Petty is a director of Issuer. vSpring III, vSpring SBIC, vSpring III D and vSpring Partners (as defined below) may be deemed to be members of a Section 13(d) "group." vSpring SBIC, vSpring SBIC Management, vSpring Management III D, vSpring III D and vSpring Partners disclose the existence of such group and disclaim beneficial ownership of any shares held by vSpring III. |
(6) | These shares are owned directly by vSpring Partners III, L.P. ("vSpring Partners"), of which vSpring Management III is the sole general partner and exercises voting and investment power over these shares. The managing members of vSpring Management III are Scott Petty, Dinesh Patel, Ron Heinz and Brandon Tidwell. Scott Petty is a director of Issuer. vSpring Partners, vSpring III D, vSpring SBIC and vSpring III may be deemed to be members of a Section 13(d) "group." vSpring SBIC, vSpring SBIC Management, vSpring Management III D, vSpring III D and vSpring III disclose the existence of such group and disclaim beneficial ownership of any shares held by vSpring Partners. |