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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 A Preferred Stock | (1) | 02/29/2012 | C | 13,096,110 | (1) | (1) | Common Stock | 13,096,110 | (1) | 0 | I (2) | By Austin Ventures VIII, L.P. (2) | |||
| Series B Preferred Stock | (3) | 02/29/2012 | C | 1,919,691 | (3) | (3) | Common Stock | 1,919,691 | (3) | 0 | I (2) | By Austin Ventures VIII, L.P. (2) | |||
| Series C Preferred Stock | (4) | 02/29/2012 | C | 546,993 | (4) | (4) | Common Stock | 546,993 | (4) | 0 | I (2) | By Austin Ventures VIII, L.P. (2) | |||
| Series D Preferred Stock | (5) | 02/29/2012 | C | 576,923 | (5) | (5) | Common Stock | 576,923 | (5) | 0 | I (2) | By Austin Ventures VIII, L.P. (2) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| PACITTI CHRISTOPHER A 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | X | ||
| AUSTIN VENTURES VIII LP 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | |||
| AV PARTNERS VIII LP 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | |||
| ARAGONA JOSEPH C 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | |||
| DEANGELIS KENNETH P 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | |||
| THORNTON JOHN D 300 WEST SIXTH STREET, SUITE 2300 AUSTIN, TX 78701 |
X | |||
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for Christopher A. Pacitti) | 02/29/2012 | |
| **Signature of Reporting Person | Date | |
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for Austin Ventures VIII, L.P.) | 02/29/2012 | |
| **Signature of Reporting Person | Date | |
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for AV Partners VIII, L.P.) | 02/29/2012 | |
| **Signature of Reporting Person | Date | |
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for Joseph C. Aragona) | 02/29/2012 | |
| **Signature of Reporting Person | Date | |
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for Kenneth P. DeAngelis) | 02/29/2012 | |
| **Signature of Reporting Person | Date | |
| /s/ Bryan C. Barksdale (as Attorney-in-Fact for John D. Thornton) | 02/29/2012 | |
| **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 Series A Preferred Stock, which was convertible into shares of Common Stock on a one-for-one basis at any time and had no expiration date, converted into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. |
| (2) | The reported securities are owned directly by Austin Ventures VIII, L.P. The general partner of Austin Ventures VIII, L.P. is AV Partners VIII, L.P. Joseph C. Aragona, Kenneth P. DeAngelis, Christopher A. Pacitti and John D. Thornton are the general partners of AV Partners VIII, L.P. and have voting and investment power over the shares held by Austin Ventures VIII, L.P. Such persons and entities disclaim beneficial ownership of the shares held by Austin Ventures VIII, L.P. except to the extent of any pecuniary interest therein. |
| (3) | The Series B Preferred Stock, which was convertible into shares of Common Stock on a one-for-one basis at any time and had no expiration date, converted into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. |
| (4) | The Series C Preferred Stock, which was convertible into shares of Common Stock on a one-for-one basis at any time and had no expiration date, converted into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. |
| (5) | The Series D Preferred Stock, which was convertible into shares of Common Stock on a one-for-one basis at any time and had no expiration date, converted into Common Stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering. |
| Remarks: Joseph C. Aragona, Kenneth P. DeAngelis, Christopher A. Pacitti and John D. Thornton are the general partners of AV Partners VIII, L.P., which serves as the general partner of Austin Ventures VIII, L.P. Each reporting person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such reporting person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such reporting person, and this report shall not be deemed an admission that such reporting person is the beneficial owner of any securities for purposes of Section 16 or for any other purpose. | |