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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 B-5 Preferred Stock | (1) | 05/31/2011 | C | 62,857 | (1) | (1) | Common Stock | 62,857 | $ 0 | 0 | I | ABS Investors L.L.C. (2) | |||
Series B-6 Preferred Stock | (1) | 05/31/2011 | C | 158,407 | (1) | (1) | Common Stock | 158,407 | $ 0 | 0 | I | ABS Investors L.L.C. (2) | |||
Series E Preferred Stock | (1) | 05/31/2011 | C | 1,424,946 | (1) | (1) | Common Stock | 1,424,946 | $ 0 | 0 | I | ABS Ventures IX, L.P. (3) | |||
Series B-5 Preferred Stock | (1) | 05/31/2011 | C | 5,651,429 | (1) | (1) | Common Stock | 5,651,429 | $ 0 | 0 | I | ABS Ventures VI L.L.C. (4) | |||
Series B-6 Preferred Stock | (1) | 05/31/2011 | C | 14,842,240 | (1) | (1) | Common Stock | 14,842,240 | $ 0 | 0 | I | ABS Ventures VI L.L.C. (4) | |||
Series C Preferred Stock | (1) | 05/31/2011 | C | 4,975,124 | (1) | (1) | Common Stock | 4,975,124 | $ 0 | 0 | I | ABS Ventures VI L.L.C. (4) | |||
Series D Preferred Stock | (1) | 05/31/2011 | C | 745,188 | (1) | (1) | Common Stock | 745,188 | $ 0 | 0 | I | ABS Ventures VI L.L.C. (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GRAYSON BRUNS H ABS VENTURES 950 WINTER STREET, SUITE 2600 WALTHAM, MA 02451 |
X |
/s/ Kourosh Vossoughi, Attorney-in-fact | 06/02/2011 | |
**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) | Immediately prior to the closing of the initial public offering of the Issuer's Common Stock the reported shares of Preferred Stock were converted to Common Stock based on the conversion ratio as set forth in the Issuer's Certificate of Incorporation. |
(2) | Mr. Grayson is the managing member of ABS Investors L.L.C. and has voting and dispositive power with respect to these shares. Mr. Grayson disclaims beneficial ownership except to the extent of his pecuniary interest therein. |
(3) | Mr. Grayson is the managing member of Calvert Capital V LLC which is the general partner of ABS Ventures IX, L.P. and has voting and dispositive power with respect to these shares. Mr. Grayson disclaims beneficial ownership except to the extent of his pecuniary interest therein. |
(4) | Mr. Grayson is the managing member of Calvert Capital IV LLC the general partner of ABS Ventures VI, L.P. which is the sole member of ABS Ventures VI, L.L.C. and has voting and dispositive power with respect to these shares. Mr. Grayson disclaims beneficial ownership except to the extent of his pecuniary interest therein. |
Remarks: Exhibit Index Exhibit 24 - Power of Attorney |