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
                                                                                  
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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 *

Crowe Jeffrey 		2. Issuer Name and Ticker or Trading Symbol

RetailMeNot, Inc. [ SALE ] 		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)

525 UNIVERSITY AVENUE, SUITE 800 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/15/2017
(Street)

PALO ALTO, CA 94301
(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
Series 1 Common Stock   5/15/2017     J (1)    478867   D   (1) 0   I   By Limited Partnership   (2)
Series 1 Common Stock   5/15/2017     J (1)    718301   D   (1) 0   I   By Limited Partnership   (3)
Series 1 Common Stock   5/15/2017     J (1)    3591493   D   (1) 0   I   By Limited Partnership   (4)

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 Series 1 common stock of the Issuer by NVP VI-A, NVP VII-A and NVP XI (each as defined below), without consideration, to its limited and general partners (the "Distribution"). Each recipient of shares in the Distribution has entered into a Tender and Support Agreement dated May 12, 2017 by and among the recipients, R Acquisition Sub, Inc. ("Purchaser") and Harland Clarke Holdings Corp. ("Parent") pursuant to which such recipients have agreed to tender the distributed shares in the tender offer (the "Tender Offer") contemplated by that certain Agreement and Plan of Merger by and between the Issuer, Parent and Purchaser dated as of April 10, 2017. Recipients of shares in the Distribution may further distribute the shares to their members or partners in the future, conditioned upon such recipients entering into substantially similar tender and support agreements requiring those future recipients to tender their shares in the Tender Offer.
(2)  The securities shown on Line 1 represent securities held of record by Norwest Venture Partners VI-A, LP ("NVP VI-A"). By virtue of his position as co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP VI-A, Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Mr. Crowe disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.
(3)  The securities shown on Line 2 represent securities held of record by Norwest Venture Partners VII-A, LP ("NVP VII-A"). By virtue of his position as co-Chief Executive Officer of NVP Associates, the managing member of the general partner of NVP VII-A, Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Mr. Crowe disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.
(4)  The securities shown on Line 3 represent securities held of record by Norwest Venture Partners XI, LP ("NVP XI"). By virtue of his position as co-Chief Executive Officer of NVP Associates, the managing member of the general partner of NVP XI, Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Mr. Crowe disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Crowe Jeffrey
525 UNIVERSITY AVENUE
SUITE 800
PALO ALTO, CA 94301 		X



Signatures
/s/ Kurt Betcher, Attorney-In-Fact 5/16/2017
** 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.
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