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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
OAK HILL VENTURE FUND I LP 201 MAIN STREET SUITE 3100 FORT WORTH, TX 76102 |
See Remarks (+) | |||
OHVF GENPAR I LP 201 MAIN STREET SUITE 3100 FORT WORTH, TX 76102 |
See Remarks (+) | |||
OHVF MGP I LLC 201 MAIN STREET SUITE 3100 FORT WORTH, TX 76102 |
See Remarks (+) | |||
Group Investors, LLC 201 MAIN STREET SUITE 3100 FORT WORTH, TX 76102 |
See Remarks (+) |
OAK HILL VENTURE FUND I, L.P. By: /s/ Kevin G. Levy, Vice President | 02/21/2013 | |
**Signature of Reporting Person | Date | |
OHVF GENPAR I , L.P. By: OHVF MGP I, LLC, general partner By: Group Investors, LLC, sole member By: /s/ Kevin G. Levy, Vice President | 02/21/2013 | |
**Signature of Reporting Person | Date | |
OHVF MGP I, LLC By: Group Investors, LLC, sole member By: /s/ Kevin G. Levy, Vice President | 02/21/2013 | |
**Signature of Reporting Person | Date | |
Group Investors, LLC By: /s/ Kevin G. Levy, Vice President | 02/21/2013 | |
**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) | On February 19, 2013, the Reporting Person sold 202,165 shares of Common Stock for $6.38 per share pursuant to an underwritten public offering. |
(2) | The price reflects the proceeds before expenses to the Reporting Person, consisting of the public offering price of $6.75 minus the underwriting discount of $0.37. |
Remarks: (+) The Reporting Persons may be deemed to be a member of a Section 13(d) "group" that owns more than 10% of the Issuer's outstanding Common Stock. However, the Reporting Persons disclaim such group membership and this report shall not be deemed an admission that any Reporting Person is a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding Common Stock for purposes of Section 16 or for any other purpose. Group Investors, LLC ("Group") is the sole member of OHVF MGP I, LLC ("OHVF MGP") , which is the general partner of OHVF GenPar I, L.P. ("OHVF GenPar"), which is the general partner of Oak Hill Venture Fund I, L.P. ("Oak Hill"), which is the direct beneficial owner of the securities reported herein. Pursuant to Rule 16a-1(a) (2) (ii) (B) under the Act, each of Group, OHVF MGP and OHVF GenPar may be deemed to be the beneficial owner of the securities beneficially owned by Oak Hill only to the extent of the greater of its respective direct or indirect interest in the profits or capital account of Oak Hill. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that Group, OHVF MGP or OHVF GenPar is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities owned by Oak Hill in excess of such amount. |