Statement of Changes in Beneficial Ownership (4)
October 05 2016 - 4:03PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Garg Ashu
|
2. Issuer Name
and
Ticker or Trading Symbol
TUBEMOGUL INC
[
TUBE
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
250 MIDDLEFIELD ROAD
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/3/2016
|
(Street)
MENLO PARK, CA 94025
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
10/3/2016
|
|
J
(1)
|
|
390000
|
D
|
$0.00
|
5848097
|
I
|
By Foundation Capital VI, L.P.
(2)
|
Common Stock
|
10/3/2016
|
|
J
(3)
|
|
100425
|
A
|
$0.00
|
100425
|
I
|
By Foundation Capital Management Co. VI, L.L.C.
(2)
|
Common Stock
|
10/3/2016
|
|
J
(4)
|
|
100425
|
D
|
$0.00
|
0
|
I
|
By Foundation Capital Management Co. VI, L.L.C.
(2)
|
Common Stock
|
10/3/2016
|
|
J
(5)
|
|
41366
|
D
|
$0.00
|
0
|
I
|
By: Foundation Capital VI Principals Fund, LLC
(2)
|
Common Stock
|
10/3/2016
|
|
J
(4)
|
|
6875
|
A
|
$0.00
|
13714
|
I
|
By Ashu Garg and Pooja Malik Revocable Trust dated February 15, 2013
(6)
|
Common Stock
|
|
|
|
|
|
|
|
11243
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
7. Title and Amount of Securities Underlying Derivative Security
(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)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Explanation of Responses:
|
(
1)
|
Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. effected following the close of the trading market on October 3, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
|
(
2)
|
Foundation Capital Management Co. VI, L.L.C. is the sole general partner of Foundation Capital VI, L.P. and sole manager of Foundation Capital VI Principals Fund, LLC and has sole voting and investment power with respect to the shares held by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. The Reporting Person is a non-managing member of Foundation Capital Management Co. VI, L.L.C. The Reporting Person disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
|
(
3)
|
Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. described in footnote (1) above.
|
(
4)
|
Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, L.L.C. effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
|
(
5)
|
Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
|
(
6)
|
The shares are held by Ashu Garg and Pooja Malik Revocable Trust dated February 15, 2013 (the "Garg Malik Trust"). Ashu Garg is a trustee of the Garg Malik Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Garg Malik Trust except to the extent of his proportionate pecuniary interest therein.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Garg Ashu
250 MIDDLEFIELD ROAD
MENLO PARK, CA 94025
|
X
|
|
|
|
Signatures
|
/s/ David A. Singer as Attorney-In-Fact for Ashu Garg
|
|
10/5/2016
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
TUBEMOGUL INC (NASDAQ:TUBE)
Historical Stock Chart
From Aug 2024 to Sep 2024
TUBEMOGUL INC (NASDAQ:TUBE)
Historical Stock Chart
From Sep 2023 to Sep 2024