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 | 1,232,563 | $ (1) | I | See Footnote (9) |
Series A Convertible Preferred Stock | Â (1) | Â (1) | Common Stock | 155,799 | $ (1) | I | See Footnote (10) |
Series B Convertible Preferred Stock | Â (2) | Â (2) | Common Stock | 1,654,202 | $ (2) | I | See Footnote (9) |
Series B Convertible Preferred Stock | Â (2) | Â (2) | Common Stock | 209,095 | $ (2) | I | See Footnote (10) |
Series C Convertible Preferred Stock | Â (3) | Â (3) | Common Stock | 883,899 | $ (3) | I | See Footnote (9) |
Series C Convertible Preferred Stock | Â (3) | Â (3) | Common Stock | 107,677 | $ (3) | I | See Footnote (10) |
Series D-1 Convertible Preferred Stock | Â (4) | Â (4) | Common Stock | 88,707 | $ (4) | I | See Footnote (9) |
Series D-1 Convertible Preferred Stock | Â (4) | Â (4) | Common Stock | 10,048 | $ (4) | I | See Footnote (10) |
Series D-2 Convertible Preferred Stock | Â (5) | Â (5) | Common Stock | 1,891,741 | $ (5) | I | See Footnote (9) |
Series D-2 Convertible Preferred Stock | Â (5) | Â (5) | Common Stock | 238,358 | $ (5) | I | See Footnote (10) |
Series D-3 Convertible Preferred Stock | Â (6) | Â (6) | Common Stock | 889,785 | $ (6) | I | See Footnote (9) |
Series D-3 Convertible Preferred Stock | Â (6) | Â (6) | Common Stock | 112,469 | $ (6) | I | See Footnote (10) |
Warrants to Purchase Common Stock | Â (7) | Â (8) | Common Stock | 44,724 | $ 0.4284 | I | See Footnote (9) |
Warrants to Purchase Common Stock | Â (7) | Â (8) | Common Stock | 5,652 | $ 0.4284 | I | See Footnote (10) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CMEA VENTURES INFORMATION TECH II LP ONE EMBARCADERO CENTER SUITE 3250 SAN FRANCISCO, CA 94111-3600 |
 |  X |  |  |
CMEA Ventures Information Technology II, Civil Law Partnership ONE EMBARCADERO CENTER SUITE 3250 SAN FRANCISCO, CA 94111-3600 |
 |  X |  |  |
CMEA Ventures IT Management II, L.P. ONE EMBARCADERO CENTER SUITE 3250 SAN FRANCISCO, CA 94111-3600 |
 |  X |  |  |
BARUCH THOMAS R ONE EMBARCADERO CENTER SUITE 3250 SAN FRANCISCO, CA 94111-3600 |
 X |  X |  |  |
Watson James F ONE EMBARCADERO CENTER SUITE 3250 SAN FRANCISCO, CA 94111-3600 |
 |  X |  |  |
/s/ Thomas Baruch, General Partner CMEA Ventures IT Management II, L.P for CMEA Ventures Information Technology II, L.P. Its Managing Partner | 12/13/2007 | |
**Signature of Reporting Person | Date | |
/s/ Thomas Baruch, General Partner CMEA Ventures IT Management II, L.P for CMEA Ventures Information Technology, II, Civil Law Partnership Its Managing Partner | 12/13/2007 | |
**Signature of Reporting Person | Date | |
/s/ Thomas Baruch, General Partner for CMEA Ventures IT Management II, L.P | 12/13/2007 | |
**Signature of Reporting Person | Date | |
/s/ Thomas Baruch | 12/13/2007 | |
**Signature of Reporting Person | Date | |
/s/ James Watson | 12/13/2007 | |
**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) | The Series A Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of 1.203247177 shares of Common Stock for every one share of Series A Preferred Stock then pursuant to a 1-for-3.25 Reverse Stock Split, for no additional consideration. |
(2) | The Series B Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of one share of Common Stock for every three and 1/4 shares of Series B Preferred Stock, for no additional consideration. |
(3) | The Series C Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of one share of Common Stock for every three and 1/4 shares of Series C Preferred Stock, for no additional consideration. |
(4) | The Series D-1 Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of one share of Common Stock for every three and 1/4 shares of Series D-1 Preferred Stock, for no additional consideration. |
(5) | The Series D-2 Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of one share of Common Stock for every three and 1/4 shares of Series D-2 Preferred Stock, for no additional consideration. |
(6) | The Series D-3 Preferred Stock has no expiration date and is convertible at any time at the option of the holder and will automatically convert upon the closing of the Issuer's initial public offering, at a conversion ratio of one share of Common Stock for every three and 1/4 shares of Series D-3 Preferred Stock, for no additional consideration. |
(7) | Warrants became exercisable on September 9, 2003. |
(8) | Warrants to purchase common stock terminate upon closing of a public offering. |
(9) | By CMEA Ventures Information Technology II, L.P. Thomas Baruch, a member of the Issuer's board of directors, and James Watson are general partners of CMEA Ventures IT Management II, L.P. the sole managing partner of CMEA Ventures Information Technology II, L.P. and have voting and investment power over the shares held by CMEA Ventures Information Technology II, L.P. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. |
(10) | By CMEA Ventures Information Technology, II, Civil Law Partnership. Thomas Baruch, a member of the Issuer's board of directors, and James Watson are general partners of CMEA Ventures IT Management II, L.P. the sole managing partner of of CMEA Ventures Information Technology II, L.P. and have voting and investment power over the shares held by CMEA Ventures Information Technology II, L.P. Each of the Reporting Persons disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein. |