UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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 |
|
| ||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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. |
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 | ||||
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 7,804 | $ 0.652 | D (3) (4) | Â |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 1,283 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 2,114 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 1,283 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 522 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 54 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (3)(4) | Â (3)(4) | Common Stock | 54 | $ 0.652 | I | See Footnotes (3) (4) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 11,706 | $ 0.652 | D (5) (6) | Â |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 1,924 | $ 0.652 | I | See Footnotes (5) (6) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 3,170 | $ 0.652 | I | See Footnotes (5) (6) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 1,924 | $ 0.652 | I | See Footnotes (5) (6) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 783 | $ 0.652 | I | See Footnotes (5) (6) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 81 | $ 0.652 | I | See Footnotes (5) (6) |
Warrant (right to buy common stock) | Â (5)(6) | Â (5)(6) | Common Stock | 81 | $ 0.652 | I | See Footnotes (5) (6) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Partech U.S. Partners IV, L.L.C. 50 CALIFORNIA ST., STE 3200 SAN FRANCISCO, CA 94111 |
 |  X |  |  |
WORMS VINCENT 50 CALIFORNIA ST., STE 3200 SAN FRANCISCO, CA 94111 |
 |  X |  |  |
/s/ Vincent R. Worms, managing member of the Reporting Owner | 04/03/2014 | |
**Signature of Reporting Person | Date | |
/s/ Vincent R. Worms | 04/03/2014 | |
**Signature of Reporting Person | Date |
* | 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) | Partech U.S. Partners IV, L.L.C. ("Partech US") is the record owner of 3,493,291 shares, Partech International Growth Capital I L.L.C. ("Partech I") is the record owner of 675,221 shares, Partech International Growth Capital II L.L.C. ("Partech II") is the record owner of 1,112,333 shares, Partech International Growth Capital III L.L.C. ("Partech III") is the record owner of 675,223 shares, AXA Growth Capital II L.P. ("AXA") is the record owner of 274,920 shares, 45th Parallel L.L.C. ("45th Parallel") is the record owner of 24,459 shares, and Par SF II, L.L.C. |
(2) | (Continued from footnote 1)("Par SF") is the record owner of 24,453 shares. Vincent R. Worms is (A) the sole member of Par SF, (B) the managing member of 47th Parallel, L.L.C., which is the managing member of Partech US, (C) the managing member of 45th Parallel, which is the managing member of 46th Parallel, L.L.C., which is the managing member of Partech I, Partech II and Partech III and (D) the managing member of 48th Parallel, L.L.C., which is the investment general partner of AXA, and may be deemed to have voting control and investment power over the securities held by Par SF, Partech US, 45th Parallel, Partech I, Partech II, Partech III and AXA, but disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(3) | Partech US is the record owner of warrants exercisable for 7,804 shares, Partech I is the record owner of warrants to purchase 1,283 shares, Partech II is the record owner of warrants to purchase 2,114 shares, Partech III is the record owner of warrants to purchase 1,283 shares, AXA is the record owner of warrants to purchase 522 shares, 45th Parallel is the record owner of warrants to purchase 54 shares and PAR SF is the record owners of warrants to purchase 54 shares. |
(4) | (Continued from footnote 3)The warrants are exercisable, in whole or in part, until the earliest to occur of (i) the seven (7)-year anniversary of February 28, 2008; or (ii) the issuance and sale of shares of the Company's common stock in the Company's first underwritten public offering pursuant to an effective registration statement. Vincent R. Worms may be deemed to have voting control and investment power over the securities held by Par SF, Partech US, 45th Parallel, Partech I, Partech II, Partech III and AXA, but disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(5) | Partech US is the record owner of warrants exercisable for 11,706 shares, Partech I is the record owner of warrants to purchase 1,924 shares, Partech II is the record owner of warrants to purchase 3,170 shares, Partech III is the record owner of warrants to purchase 1,924 shares, AXA is the record owner of warrants to purchase 783 shares, 45th Parallel is the record owner of warrants to purchase 81 shares and PAR SF is the record owners of warrants to purchase 81 shares. |
(6) | (Continued from footnote 5)The warrants are exercisable, in whole or in part, until the earliest to occur of (i) the seven (7)-year anniversary of July 15, 2008; or (ii) the issuance and sale of shares of the Company's common stock in the Company's first underwritten public offering pursuant to an effective registration statement. Vincent R. Worms may be deemed to have voting control and investment power over the securities held by Par SF, Partech US, 45th Parallel, Partech I, Partech II, Partech III and AXA, but disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
 Remarks: Form 2 of 2 |