UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Amendment No. 7)*
UNDER THE SECURITIES EXCHANGE ACT OF 1934
CURON MEDICAL, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
231292 10 3
(CUSIP Number)
December 31, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ]
Rule 13d-1(b)
[X]
Rule 13d-1(c)
[ ]
Rule 13d-1(d)
*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Page 1 of 13 pages
CUSIP No. 231292 10 3 Page 2 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
ONSET Enterprise Associates III, L.P.1 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
Delaware |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 626,659 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 626,659 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
626,659 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
5.78% |
(12) Type Of Reporting Person |
PN |
*SEE INSTRUCTION BEFORE FILLING OUT! |
1 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk and Robert F. Kuhling, Jr.
Page 2 of 13 pages
CUSIP No. 231292 10 3 Page 3 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
OEA III Management, L.L.C.2 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
California |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 626,659 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 626,659 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
626,659 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
5.78% |
(12) Type Of Reporting Person |
OO |
*SEE INSTRUCTION BEFORE FILLING OUT! |
2 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk and Robert F. Kuhling, Jr.
Page 3 of 13 pages
CUSIP No. 231292 10 3 Page 4 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
ONSET IV, L.P.3 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
Delaware |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 121,287 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 121,287 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
121,287 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
1.12% |
(12) Type Of Reporting Person |
PN |
*SEE INSTRUCTION BEFORE FILLING OUT! |
3 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk, Robert F. Kuhling, Jr., Susan A. Mason and F. Leslie Bottorff.
Page 4 of 13 pages
CUSIP No. 231292 10 3 Page 5 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
ONSET IV Entrepreneurs, L.P.4 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
Delaware |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 3,712 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 3,712 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
3,712 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
0.03% |
(12) Type Of Reporting Person |
PN |
*SEE INSTRUCTION BEFORE FILLING OUT! |
4 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk, Robert F. Kuhling, Jr., Susan A. Mason and F. Leslie Bottorff.
Page 5 of 13 pages
CUSIP No. 231292 10 3 Page 6 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
ONSET IV Management, L.L.C.5 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
Delaware |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 124,999 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 124,999 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
124,999 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
1.15% |
(12) Type Of Reporting Person |
OO |
*SEE INSTRUCTION BEFORE FILLING OUT! |
5 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk, Robert F. Kuhling, Jr., Susan A. Mason and F. Leslie Bottorff.
Page 6 of 13 pages
CUSIP No. 231292 10 3 Page 7 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
ONSET Venture Services Corporation6 |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
California |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power -0- |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power -0- |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
-0- |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
0% |
(12) Type Of Reporting Person |
CO |
*SEE INSTRUCTION BEFORE FILLING OUT! |
6 Voting or dispositive decisions over the shares listed in Row (9) are made by the following individuals: Terry L. Opdendyk and Robert F. Kuhling, Jr.
Page 7 of 13 pages
CUSIP No. 231292 10 3 Page 8 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
Robert F. Kuhling, Jr. |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
United States |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 751,658 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 751,658 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
751,658 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
6.94% |
(12) Type Of Reporting Person |
IN |
*SEE INSTRUCTION BEFORE FILLING OUT! |
Page 8 of 13 pages
CUSIP No. 231292 10 3 Page 9 of 13 Pages |
(1) Names of Reporting Persons. SS or I.R.S. Identification Nos. of Above Persons |
Terry L. Opdendyk |
(2) Check The Appropriate Box If A Member Of A Group (a) |
(b) X |
(3) SEC Use Only |
(4) Citizenship or Place of Organization |
United States |
Number Of Shares (5) Sole Voting Power -0- |
Beneficially Owned |
By Each Reporting (6) Shared Voting Power 751,658 |
Person With |
(7) Sole Dispositive Power -0- |
(8) Shared Dispositive Power 751,658 |
(9) Aggregate Amount Beneficially Owned By Each Reporting Person |
751,658 |
(10) Check If The Aggregate Amount In Row (9) Excludes Certain Shares* |
(11) Percent Of Class Represented By Amount In Row (9) |
6.94% |
(12) Type Of Reporting Person |
IN |
*SEE INSTRUCTION BEFORE FILLING OUT! |
Page 9 of 13 pages
Item 1.
(a)
Name of Issuer: Curon Medical, Inc. (“Issuer”)
(b)
Address of Issuer’s Principal Executive Offices:
46117 Landing Parkway
Fremont, California 94538
United States of America
Item 2.
(a)
Name of Person Filing:
ONSET Enterprise Associates III, L.P. (“OEAIII”)
OEA III Management, L.L.C. (“OEAIIIM”)
ONSET IV, L.P. (“ONSETIV”)
ONSET IV Entrepreneurs, L.P. (“ONSETIVE”)
ONSET IV Management, L.L.C. (“ONSETIVM”)
ONSET Venture Services Corporation (“OVSC”)
Robert F. Kuhling, Jr. (“RFK”)
Terry L. Opdendyk (“TLO”)
(b)
Address of Principal Business Office:
2400 Sand Hill Road, Suite 150
Menlo Park, California 94025
(c)
Citizenship/Place of Organization:
Entities:
OEAIII
-
Delaware
OEAIIIM
-
California
ONSETIV
-
Delaware
ONSETIVE
-
Delaware
ONSETIVM
-
Delaware
OVSC
-
California
Individuals:
RFK
-
United States
TLO
-
United States
(d)
Title of Class of Securities:
Common Stock
(e)
CUSIP Number: 231292 10 3
Item 3.
Not applicable.
Page 10 of 13 pages
Item 4
Ownership.
OEAIII | OEAIIIM | ONSETIV | ONSETIVE | ONSETIVM | OVSC | RFK | TLO | ||
(a) | Beneficial Ownership | 626,659 | 626,659 | 121,287 | 3,712 | 124,999 | -0- | 751,658 | 751,658 |
(b) | Percentage of Class | 5.78% | 5.78% | 1.12% | 0.03% | 1.15% | 0% | 6.94% | 6.94% |
(c) | Sole Voting Power | -0- | -0- | -0- | -0- | -0- | -0- | -0- | -0- |
Shared Voting Power | 626,659 | 626,659 | 121,287 | 3,712 | 124,999 | -0- | 751,658 | 751,658 | |
Sole Dispositive Power | -0- | -0- | -0- | -0- | -0- | -0- | -0- | -0- | |
Shared Dispositive Power | 626,659 | 626,659 | 121,287 | 3,712 | 124,999 | -0- | 751,658 | 751,658 |
Item 5.
Ownership of Five Percent or Less of a Class
Not applicable.
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
Under certain circumstances set forth in the limited partnership agreements of each of OEAIII, ONSETIV, and ONSETIVE and the limited liability company agreements of each of OEAIIIM and ONSETIVM, the general and limited partners of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by each such entity of which they are a partner.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8.
Identification and Classification of Members of the Group
No reporting person is a member of a group as defined in Section 240.13d-1(b)(1)(ii)(J) of the Act.
Item 9.
Notice of Dissolution of Group
Not applicable.
Item 10.
Certification
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Page 11 of 13 pages
Date:
February 5, 2008
ONSET Enterprise Associates III, L.P.
ONSET IV, L.P.
By:
OEA III Management, L.L.C.
By:
ONSET IV Management, L.L.C.
Its general partner
Its general partner
By: /s/ Terry L. Opdendyk
By: /s/ Terry L. Opdendyk
Managing Director
Managing Director
OEA III Management, L.L.C.
ONSET IV Entrepreneurs, L.P.
By:
ONSET IV Management, L.L.C.
Its general partner
By: /s/ Terry L. Opdendyk
By: /s/ Terry L. Opdendyk
Managing Director
Managing Director
ONSET Venture Services Corporation
ONSET IV Management, L.L.C.
By: /s/ Robert F. Kuhling, Jr.
By: /s/ Terry L. Opdendyk
President
Managing Director
/s/ Robert F. Kuhling, Jr.
Robert F. Kuhling, Jr
/s/ Terry L. Opdendyk
Terry L. Opdendyk
EXHIBITS
A:
Joint Filing Statement
Page 12 of 13 pages
Exhibit A
Agreement of Joint Filing
We, the undersigned, hereby express our agreement that the attached Schedule 13G is filed on behalf of us.
Date:
February 5, 2008
ONSET Enterprise Associates III, L.P.
ONSET IV, L.P.
By:
OEA III Management, L.L.C.
By:
ONSET IV Management, L.L.C.
Its general partner
Its general partner
By: /s/ Terry L. Opdendyk
By: /s/ Terry L. Opdendyk
Managing Director
Managing Director
OEA III Management, L.L.C.
ONSET IV Entrepreneurs, L.P.
By:
ONSET IV Management, L.L.C.
Its general partner
By: /s/ Terry L. Opdendyk
Managing Director
By: /s/ Terry L. Opdendyk
Managing Director
ONSET Venture Services Corporation
ONSET IV Management, L.L.C.
By: /s/ Robert F. Kuhling, Jr.
By: /s/ Terry L. Opdendyk
President
Managing Director
/s/ Robert F. Kuhling, Jr.
Robert F. Kuhling, Jr.
/s/ Terry L. Opdendyk
Terry L. Opdendyk
Page 13 of 13 pages