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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 | ||||||||
Common Stock Warrant (right to buy) | $ 1.85 (2) | 12/11/2013 | A | 1,111,111 | 12/11/2013 | 12/16/2016 | Common Stock | 1,111,111 | (2) | 1,111,111 (4) | I | See footnote (1) | |||
Common Stock Warrant (right to buy) | $ 1.85 (2) | 12/11/2013 | A | 1,111,111 | 12/11/2013 | 12/16/2018 | Common Stock | 1,111,111 | (2) | 1,111,111 (4) | I | See footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Khosla Ventures III, L.P. C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
KHOSLA VINOD C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
Khosla Ventures I, L.P. C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
Khosla Ventures Associates I, LLC C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
Khosla Ventures Associates III, LLC C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X | |||
VK Services, LLC C/O KHOSLA VENTURES 2128 SAND HILL ROAD MENLO PARK, CA 94025 |
X |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, as Manager of Khosla Ventures Associates I, LLC, in its capacity as general partner of Khosla Ventures I, L.P. | 12/13/2013 | |
**Signature of Reporting Person | Date | |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, as Manager of Khosla Ventures Associates I, LLC | 12/13/2013 | |
**Signature of Reporting Person | Date | |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, as Manager of Khosla Ventures Associates III, LLC | 12/13/2013 | |
**Signature of Reporting Person | Date | |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC, as Manager of Khosla Venture Associates III, LLC, in its capacity as general partner of Khosla Ventures III, L.P. | 12/13/2013 | |
**Signature of Reporting Person | Date | |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla, as Managing Member of VK Services, LLC | 12/13/2013 | |
**Signature of Reporting Person | Date | |
/s/ Kimberly Totah, as attorney in fact for Vinod Khosla | 12/13/2013 | |
**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) | The securities are owned by Khosla Ventures III ("Khosla III"). VK Services, LLC serves as the manager of Khosla Ventures Associates III, LLC ("KVA III"), which serves as the general partner of Khosla III. Vinod Khosla is the managing member of VK Services, LLC and Vinod Khosla may be deemed to possess sole voting and investment control over the shares owned by Khosla III and may be deemed to have indirect beneficial ownership of such shares. Neither KVA III nor Vinod Khosla owns any securities of the Issuer directly. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |
(2) | Each common stock unit consists of one share of common stock and a warrant to purchase one share of common stock, at a public offering price of $1.35 per common stock unit. Each warrant inlcuded in a common stock unit will have an exercise price of $1.85 per share share, will be exercisable from the date of original issuance and will expire on December 16, 2018. The shares of common stock and the warrants will be immediately separable and will be issued separately. |
(3) | The securities are owned by KFT Trust, for which Vinod Khosla and his spouse are the trustees. Mr. Khosla may be deemed to possess voting and investment control over such shares, and to have indirect beneficial ownership of such shares. Mr. Khosla disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
(4) | The warrants are subject to ownership limitations, such that the warrants are not exercisable to the extent that their exercise would result in the beneficial ownership by the holder in the Issuer's securities to exceed certain thresholds. A more complete description of the ownership limitations is set forth in the Prospectus Supplement, filed by the issuer with the Securities and Exchange Commission on December 12, 2013. |