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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 | |
DIXON DONALD R 505 HAMILTON AVENUE, SUITE 200 PALO ALTO, CA 94301 |
X |
/s/ Donald R. Dixon | 05/05/2016 | |
**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) | Represents an in-kind distribution to the partners of the applicable partnership in accordance with the partners' relative economic interests in such partnership and includes subsequent distributions by general partners or managing members to their respective partners or members. |
(2) | The shares are held directly by Trident Capital Fund-V, L.P. |
(3) | Trident Capital Management-V, L.L.C. ("TCMV") serves as the general partner of each of Trident Capital Fund-V, L.P., Trident Capital Fund-V Principals Fund, L.P., Trident Capital Fund-V Affiliates Fund, L.P., and Trident Capital Fund-V Affiliates Fund (Q), L.P., and as the sole investment general partner of Trident Capital Parallel Fund-V, C.V. As such, TCMV may be deemed to be the beneficial owner of the shares held directly by each of these Trident entities. Additionally, Donald R. Dixon, as a member of TCMV, may be deemed to share beneficial ownership in securities beneficially owned by TCMV. TCMV and Mr. Dixon each disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. |
(4) | The shares are held directly by Trident Capital Parallel Fund-V, C.V. |
(5) | The shares are held directly by Trident Capital Fund-V Principals Fund, L.P. |
(6) | The shares are held directly by Trident Capital Fund-V Affiliates Fund, L.P. |
(7) | The shares are held directly by Trident Capital Fund-V Affiliates Fund (Q), L.P. |
(8) | Represents the receipt of shares by virtue of the distributions described in footnotes (2), (4) and (5) above as follows: (i) 34,905 shares from Trident Capital Fund-V, L.P., (ii) 2,646 shares from Trident Capital Parallel Fund-V, C.V., and (iii) 11,662 shares from Trident Capital Fund-V Principals Fund, L.P. The acquisition of such shares was exempt under Rule 16a-9 and Rule 16a-13. |
(9) | Represents the receipt of shares by virtue of the distributions described in footnotes (2) and (4) above as follows: 39,266 shares from Trident Capital Fund-V, L.P., and (ii) 2,976 shares from Trident Capital Parallel Fund-V, C.V. The acquisition of such shares was exempt under Rule 16a-9 and Rule 16a-13. |
(10) | The shares are held directly by Donald and Elizabeth Dixon Family Limited Partnership, for which the Reporting Person and his spouse serve as general partners. |
(11) | Represents the receipt of shares by virtue of the distribution described in footnote (6) above. The acquisition of such shares was exempt under Rule 16a-9 and Rule 16a-13. |
(12) | The shares are held directly by Dixon Family Trust U/A Dated 6/18/88, for which the Reporting Person and his spouse serve as settlors. |