Amended Statement of Ownership (sc 13g/a)
February 14 2017 - 8:06AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(RULE 13d - 102)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2
(Amendment No. 2)
*
Adesto Technologies Corp.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
00687D101
(CUSIP Number)
January 31, 2017
(Date of Event which Requires Filing of
this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
x
Rule
13d-1(b)
¨
Rule
13d-1(c)
¨
Rule
13d-1(d)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act")
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
(Page 1 of 6 Pages)
Page 2 of 6
CUSIP No.
00687D101
1
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NAME OF REPORTING PERSON
Gilder, Gagnon, Howe & Co. LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
¨
(b)
¨
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3
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SEC USE ONLY
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4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
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SOLE VOTING POWER
6,348
|
6
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SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
6,348
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8
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SHARED DISPOSITIVE POWER
1,756,313
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9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,762,661
|
10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11.38%
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12
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TYPE OF REPORTING PERSON
BD
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Page 3 of 6
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ITEM 1(a).
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Name of Issuer:
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Adesto Technologies Corporation
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Item 1(b).
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Address of Issuer's Principal Executive Offices:
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1250 Borregas Avenue
Sunnyvale, CA 94089
|
Item 2(a).
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Name of Persons Filing:
|
Gilder, Gagnon, Howe & Co. LLC
|
Item 2(b).
|
Address of Principal Business Office or, if None,
Residence:
|
475 10th Avenue
New York, NY 10018
New York
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Item 2(d).
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Title of Class of Securities
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Common Stock
00687D101
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ITEM 3.
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IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b),
OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
|
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(a)
|
x
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
|
|
|
|
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(b)
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¨
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Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
|
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|
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(c)
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¨
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Insurance company defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
|
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(d)
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¨
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a–8).
|
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(e)
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¨
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
|
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(f)
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¨
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
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(g)
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¨
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
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(h)
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¨
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
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(i)
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¨
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A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a–3);
|
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(j)
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¨
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A non-U.S. institution in accordance with §240.13d– 1(b)(1)(ii)(J)
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(k)
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¨
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Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
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Page 4 of 6
Provide the following
information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned: 1,762,661
|
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(b)
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Percent of class: 11.38%
|
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(c)
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Number of shares of Common Stock as to which such person
has:
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(i)
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Sole power to vote or direct the vote: 6,348
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(ii)
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Shared power to vote or direct the vote: 0
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(iii)
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Sole power to dispose or direct the disposition: 6,348
|
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(iv)
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Shared power to dispose or direct the disposition: 1,756,313
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The shares reported include 1,661,312 shares held
in customer accounts over which partners and/or employees of the Reporting Person have discretionary authority to dispose of or
direct the disposition of the shares, 6,348 shares held in the account of the profit sharing plan of the Reporting Person, and
95,001 shares held in accounts owned by the partners of the Reporting Person and their families.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed
to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent
of the class of securities, check the following
¨
.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another
Person.
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent Holding Company.
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Not applicable.
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Item 8.
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Identification and Classification of Members of the
Group.
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Not applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not applicable.
Page 5 of 6
By signing below the undersigned
certifies that, to the best of its knowledge and belief, the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction
having that purpose or effect, other than activities solely in connection with a nomination under §240.14a–11.
Page 6 of 6
SIGNATURES
After reasonable
inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth
in this statement is true, complete and correct.
Dated: February 14, 2017
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GILDER, GAGNON, HOWE & CO. LLC
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By:
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/s/ Bonnie Haupt
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Name:
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Bonnie Haupt
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Title:
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Chief Compliance Officer & Branch Manager
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