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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) | 10/21/2014 | C | 1,244,871 | (1) | (1) | Common Stock | 1,244,871 | $ 0 | 0 | I | See Footnote (2) | |||
Series B Preferred Stock | (1) | 10/21/2014 | C | 607,234 | (1) | (1) | Common Stock | 607,235 | $ 0 | 0 | I | See Footnote (2) | |||
Series A Preferred Stock | (1) | 10/21/2014 | C | 37,179 | (1) | (1) | Common Stock | 37,179 | $ 0 | 0 | I | See Footnote (3) | |||
Series B Preferred Stock | (1) | 10/21/2014 | C | 18,136 | (1) | (1) | Common Stock | 18,135 | $ 0 | 0 | I | See Footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kleiner Perkins Caufield & Byers XV, LLC 2750 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
KPCB XV Associates, LLC 2750 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
KPCB XV Founders Fund, LLC 2750 SAND HILL ROAD MENLO PARK, CA 94025 |
X |
/s/ Paul Vronsky, General Counsel | 10/23/2014 | |
**Signature of Reporting Person | Date | |
/s/ Paul Vronsky, General Counsel | 10/23/2014 | |
**Signature of Reporting Person | Date | |
/s/ Paul Vronsky, General Counsel | 10/23/2014 | |
**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 preferred stock converted into one share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering. The shares had no expiration date. |
(2) | The shares are directly held by Kleiner Perkins Caufield & Byers XV, LLC ("KPCB XV"). All shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee". The managing member of KPCB XV is KPCB XV Associates, LLC ("XV Associates"). The voting and dispositive control over the shares is shared by individual managing members of XV Associates, none of whom has veto power. |
(3) | The shares are directly held by KPCB XV Founders Fund, LLC ("KPCB XV FF"). All shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee". The managing member of KPCB XV FF is XV Associates. The voting and dispositive control over the shares is shared by individual managing members of XV Associates, none of whom has veto power. |
Remarks: KPCB XV Associates and its respective managing members disclaim beneficial ownership of these shares except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that any of them is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. |