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) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Stock Option (right to buy)
|
Â
(1)
|
10/26/2016 |
Common Stock
|
75,000
|
$
1.5
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(2)
|
10/26/2016 |
Common Stock
|
50,000
|
$
1.5
|
D
|
Â
|
Series A Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
1,923,912
|
$
0
|
I
|
See Footnote
(6)
|
Series A Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
44,798
|
$
0
|
I
|
See Footnote
(7)
|
Series B Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
3,663,703
|
$
0
|
I
|
See Footnote
(6)
|
Series B Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
86,249
|
$
0
|
I
|
See Footnote
(7)
|
Series C Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
998,371
|
$
0
|
I
|
See Footnote
(6)
|
Series C Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
23,389
|
$
0
|
I
|
See Footnote
(7)
|
Series D Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
495,503
|
$
0
|
I
|
See Footnote
(6)
|
Series D Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
11,613
|
$
0
|
I
|
See Footnote
(7)
|
Series E Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
294,011
|
$
0
|
I
|
See Footnote
(6)
|
Series E Convertible Preferred Stock
(3)
|
Â
(4)
|
Â
(5)
|
Common Stock
|
6,894
|
$
0
|
I
|
See Footnote
(7)
|
* |
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 option was immediately exercisable in full on October 27, 2006; however, the shares vest pursuant to the following schedule: Twenty-Five Percent (25%) of the shares subject to the option vest on the first anniversary measured from September 14, 2006 (the "Vesting Commencement Date") and the remaining shares subject to the option vest in three successive, equal annual installments thereafter on each yearly anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service relationship with the Issuer on each such vesting date. |
(2) |
The option was immediately exercisable in full on October 27, 2006; however, the shares vest pursuant to the following schedule: Twenty-Five Percent (25%) of the shares subject to the option vest on the first anniversary measured from October 27, 2006 (the "Vesting Commencement Date") and the remaining shares subject to the option vest in three successive, equal annual installments thereafter on each yearly anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service relationship with the Issuer on each such vesting date. |
(3) |
Each share of Series A, Series B, Series C, Series D and Series E Convertible Preferred Stock will automatically convert on a 1-for-2 basis into common stock upon the consummation of the Issuer's initial public offering. |
(4) |
The securities are immediately convertible. |
(5) |
The expiration date is not relevant to the conversion of these securities. |
(6) |
The shares are held by CMEA Ventures VI, L.P. ("CMEA Ventures VI"). Thomas R. Baruch, a member of Issuer's board of directors, is a general partner of CMEA Ventures VI Management, L.P. ("CMEA VI Management"), the general partner of CMEA Ventures VI, and has voting and investment power over the shares held by CMEA Ventures VI. Mr. Baruch disclaims beneficial ownership of the shares reported herein, except to the extent of his proportionate pecuniary interest therein. |
(7) |
The shares are held by CMEA Ventures VI GmbH & Co. KG ("CMEA Ventures VI GmbH"). Thomas R. Baruch, a member of Issuer's board of directors, is a general partner of CMEA VI Management, the managing limited partner of CMEA Ventures VI GmbH, and has voting and investment power over the shares held by CMEA Ventures VI GmbH. Mr. Baruch disclaims beneficial ownership of the shares reported herein, except to the extent of his proportionate pecuniary interest therein. |