RLOC Reachlocal, Inc. (MM)

Introductory Note: This Amendment No. 3 to the statement on Schedule 13G is filed by the Reporting Persons in respect of shares of Common Stock, par value $0.00001 per share ("Common Stock"), of ReachLocal, Inc. (the "Issuer").

Item 1(a). Name of Issuer:

ReachLocal, Inc.

Item 1(b). Address of Issuer’s Principal Executive Officers:

21700 Oxnard Street, Suite 1600

Woodland Hills, California 91367

Item 2(a). Name of Person(s) Filing :

Rho Ventures V, L.P. (“RV V”)

Rho Ventures V Affiliates, L.L.C. (“RV V Affiliates”)

Rho Capital Partners LLC (“RCP LLC”)

RMV V, L.L.C. (“RMV”)

Joshua Ruch (“Ruch”)

Habib Kairouz (“Kairouz”)

Mark Leschly (“Leschly”)

Item 2(b). Address of Principal Business Office:

Rho Ventures

152 W 57 ^th Street, 23 ^rd Floor

New York, New York 10019

Item 2(c). Citizenship:

Item 2(d). Title of Class of Securities:

Common Stock, par value $0.00001 per share.

Item 2(e). CUSIP Number:

75525F 10 4

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Not applicable.

Item 4(a). Amount Beneficially Owned: 0

Item 4(b). Percent of Class: 0

Item 4(c). Number of shares as to which such persons have:

Item 5.      Ownership of Five Percent or Less of a Class:

Not applicable

Item 6.      Ownership of More Than Five Percent on Behalf of Another Person:

Not applicable.

Item 7.      Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:

Not applicable.

Item 8.      Identification and Classification of Members of the Group:

See Exhibit 1

Item 9.      Notice of Dissolution of Group:

Not applicable.

Item 10.      Certification:

Not applicable. 

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 1, 2017

Rho Ventures V, L.P.

By: RMV V, L.L.C.

Its: General Partner

/s/ Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

Rho Ventures V Affiliates, L.L.C.

By: RMV V, L.L.C.

Its: Managing Member

/s/ Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

RMV V, L.L.C.

BY: RHO CAPITAL PARTNERS LLC

Its: Managing Member

/s/ Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

RHO CAPITAL PARTNERS LLC

/s/ Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

/s/ Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Joshua Ruch

/s/ Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Habib Kairouz

s/ Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Mark Leschly

Exhibit(s) :

Exhibit 1: Item 8 Information

Exhibit 2: Joint Filing Statement

Exhibit 3: Power of Attorney

Item 8 Information

AGREEMENT

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of the shares of Common Stock of ReachLocal, Inc.

Dated: February 1, 2017

Rho Ventures V, L.P.

By: RMV V, L.L.C.

Its: General Partner

/s/Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

Rho Ventures V Affiliates, L.L.C.

By: RMV V, L.L.C.

Its: Managing Member

/s/Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

RMV V, L.L.C.

BY: RHO CAPITAL PARTNERS LLC

Its: Managing Member

/s/Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

RHO CAPITAL PARTNERS LLC

/s/Jeffrey Martin

Jeffrey I. Martin

Authorized Signer

/s/Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Joshua Ruch

/s/Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Habib Kairouz

/s/Jeffrey Martin

Jeffrey I. Martin, Authorized Signer for Mark Leschly

POWER OF ATTORNEY

The undersigned hereby constitutes and appoints Jeffrey I. Martin, with full power of substitution, as the undersigned's true and lawful attorney-in-fact to:

(1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

(2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of ReachLocal, Inc. (the "Company") and/or 5% or 10% holder of the Company's capital stock, Forms 3, 4, and 5 as well as any Section 13D or 13G filings and any amendments thereto in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, 13D or 13G, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

(4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Sections 13 or 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5, 13D or 13G with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1st day of January, 2010.

RHO VENTURES V, L.P.

By: RMV V, L.L.C., its General Partner

By: Rho Capital Partners LLC, its Managing Member

By: /s/ Habib Kairouz

Habib Kairouz

Managing Member

RHO VENTURES V AFFILIATES, L.L.C

By: RMV V, L.L.C., its Managing Member

By: Rho Capital Partners LLC, its Managing Member

By: /s/ Habib Kairouz

Habib Kairouz

Managing Member

RMV V, L.L.C.

By: Rho Capital Partners LLC, its Managing Member

By: /s/ Habib Kairouz

Habib Kairouz

Managing Member

RHO CAPITAL PARTNERS LLC

By: /s/ Habib Kairouz

Habib Kairouz

Managing Member

/s/ Habib Kairouz

Habib Kairouz

/s/ Joshua Ruch

Joshua Ruch

/s/ Mark Leschly

Mark Leschly