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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 1 Preferred Stock | (6) | 02/07/2011 | C | 413,681 | (6) | (6) | Common Stock | 413,681 | $ 0 | 0 | I | See Footnotes (1) (2) | |||
| Series 2 Preferred Stock | (7) | 02/07/2011 | C | 153,273 | (7) | (7) | Common Stock | 153,273 | $ 0 | 0 | I | See Footnotes (1) (3) | |||
| Series 3 Preferred Stock | (8) | 02/07/2011 | C | 482,359 | (8) | (8) | Common Stock | 482,359 | $ 0 | 0 | I | See Footnotes (1) (4) | |||
| Series X Preferred Stock | (9) | 02/07/2011 | C | 1,200.92 | (9) | (9) | Common Stock | 480,368 | $ 0 | 0 | I | See Footnotes (1) (5) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Jurvetson Stephen T 2882 SAND HILL ROAD SUITE 150 MENLO PARK, CA 94025 |
X | |||
| /s/ Stephen T. Jurvetson by Erin Williams, Attorney-in-Fact | 02/07/2011 | |
| **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) | The Reporting Person is a member of the Issuer's board of directors as designee of Draper Fisher Jurvetson. The Reporting Person is a Managing Director of the general partner entities of Draper Fisher Jurvetson Fund VII, L.P. and also a Managing Member of Draper Fisher Jurvetson Partners VII, LLC, that directly hold shares and as such, he may be deemed to have voting and investment power with respect to such shares. The Reporting Person is a Managing Director of the general partner entities of Draper Fisher Associates III Annex Fund, L.P., that directly holds shares and as such, he may be deemed to have voting and investment power with respect to such shares. The Reporting Person disclaims beneficial ownership with respect to such shares except to the extent of his pecuniary interest therein. |
| (2) | Includes 386,133 shares held by Draper Fisher Jurvetson Fund VII, L.P., 17,166 shares held by Draper Fisher Associates III Annex Fund, L.P., 5,631 shares held by Draper Fisher Jurvetson Partners VII, LLC, 1,115 shares held by Draper Fisher Partners, LLC and 3,636 shares held by the Steve and Karla Jurvetson Living Trust dated August 27, 2002. |
| (3) | Includes 134,812 shares held by Draper Fisher Jurvetson Fund VII, L.P., 14,298 shares held by Draper Fisher Associates III Annex Fund, L.P., 1,966 shares held by Draper Fisher Jurvetson Partners VII, LLC, 928 shares held by Draper Fisher Partners, LLC and 1,269 shares held by the Steve and Karla Jurvetson Living Trust dated August 27, 2002. |
| (4) | Includes 458,079 shares held by Draper Fisher Jurvetson Fund VII, L.P., 12,641 shares held by Draper Fisher Associates III Annex Fund, L.P., 6,680 shares held by Draper Fisher Jurvetson Partners VII, LLC, 821 shares held by Draper Fisher Partners, LLC and 4,138 shares held by the Steve and Karla Jurvetson Living Trust dated August 27, 2002. |
| (5) | Includes 467,856 shares of common stock issuable upon conversion of Series X Preferred Stock held by Draper Fisher Jurvetson Fund VII, L.P., 6,816 shares of common stock issuable upon conversion of Series X Preferred Stock held by Draper Fisher Jurvetson Partners VII, LLC, 1,376 shares of common stock issuable upon conversion of Series X Preferred Stock held by Draper Fisher Partners, LLC and 4,320 shares of common stock issuable upon conversion of Series X Preferred Stock held by the Steve and Karla Jurvetson Living Trust dated August 27, 2002. |
| (6) | Each share of Issuer's Series 1 Preferred Stock automatically converted into one share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering and had no expiration date. |
| (7) | Each share of Issuer's Series 2 Preferred Stock automatically converted into one share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering and had no expiration date. |
| (8) | Each share of Issuer's Series 3 Preferred Stock automatically converted into one share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering and had no expiration date. |
| (9) | Each share of Issuer's Series X Preferred Stock automatically converted into 400 shares of the Issuer's Common Stock upon the closing of the Issuer's initial public offering and had no expiration date. |