Amended Statement of Ownership (sc 13g/a)
January 30 2015 - 5:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(Amendment No. 1) *
Qunar Cayman
Islands Limited
(Name of Issuer)
Class B Ordinary Shares, par value $0.001 per share
(Title of Class of Securities)
74906P104
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
* |
The remainder of this cover page shall be filled out for a reporting persons 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 in 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).
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
2
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Mayfield XII Management, L.L.C. |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization Delaware |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
OO (Limited Liability Company) |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
3
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Mayfield XII, a Delaware Limited Partnership |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization Delaware |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
PN |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
4
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Mayfield Associates Fund XII, a Delaware Limited Partnership |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization Delaware |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
PN |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
5
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Mayfield Principals Fund XII, a Delaware Multiple Series LLC |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization Delaware |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
OO (Multiple Series Limited Liability Company) |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
6
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
James T. Beck |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization U.S. |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
IN |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
7
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Navin Chaddha |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization U.S. |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
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Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
IN |
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CUSIP No. 74906P104 |
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SCHEDULE 13G |
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Page
8
of 12 |
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1. |
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Name of
Reporting Person I.R.S. Identification No. of Above Persons (Entities Only)
Robert T. Vasan |
2. |
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Check the Appropriate Box if a Member
of a Group (see instructions)
(a) ¨ (b) x |
3. |
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SEC Use Only
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4. |
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Citizenship or Place of
Organization U.S. |
Number of
Shares Beneficially
Owned By Each
Reporting Person
With |
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5. |
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Sole Voting Power
-0- |
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6. |
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Shared Voting Power
-0- |
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7. |
|
Sole Dispositive Power
-0- |
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8. |
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Shared Dispositive Power
-0- |
9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
-0- |
10. |
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Check Box if the Aggregate Amount in
Row (9) Excludes Certain Shares ¨ |
11. |
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Percent of Class Represented by Amount
in Row (9) 0% |
12. |
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Type of Reporting Person
IN |
Qunar Cayman Islands Limited
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(b) |
Address of Issuers Principal Executive Offices: |
17th Floor, Viva Plaza, Building
18, Yard 29,
Suzhou Street, Haidian District
Beijing 100080
The Peoples
Republic of China
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(a) |
Name of Persons Filing: |
Mayfield XII Management, L.L.C. (MF XII Management)
Mayfield XII, a Delaware Limited Partnership (MF XII)
Mayfield Associates Fund XII, a Delaware Limited Partnership (MF AF XII)
Mayfield Principals Fund XII, a Delaware Multiple Series LLC (MF PF XII)
James T. Beck
Navin Chaddha
Robert T. Vasan
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(b) |
Address of Principal Business Office: |
c/o Mayfield Fund
2484 Sand Hill Road
Menlo Park,
CA 94025
MF XII Management is a Delaware limited liability company
MF XII is a Delaware limited partnership
MF AF XII is a Delaware limited partnership
MF PF XII is a Delaware multiple series limited liability company
The individuals listed in Item 2(a) are U.S. citizens.
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(d) |
Title of Class of Securities: |
Class B ordinary shares, par value $0.001 (the
Class B shares)
74906P104
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
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(a) |
Amount beneficially owned: |
This amendment to Schedule 13G is being
filed on behalf of the Reporting Persons to report that, as of December 31, 2014, the Reporting Persons do not beneficially own any shares of the Issuers Class B shares.
See Item 4(a) hereof.
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(c) |
Number of shares as to which such person has: |
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(i) |
sole power to vote or to direct the vote: 0 |
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(ii) |
shared power to vote or to direct the vote: 0 |
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(iii) |
sole power to dispose or direct the disposition of: 0 |
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(iv) |
shared power to dispose or direct the disposition of: 0 |
Item 5. |
Ownership of Five Percent or Less of a Class. |
If this statement is being filed to
report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.
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 or Control Person. |
Not applicable.
Item 8. |
Identification and Classification of Members of the Group. |
Not applicable.
Item 9. |
Notice of Dissolution of Group. |
Not applicable.
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.
Date: January 30, 2015
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MAYFIELD XII MANAGEMENT, L.L.C. |
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By: |
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/s/ James T. Beck |
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James T. Beck, Authorized Signatory |
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MAYFIELD XII, A DELAWARE LIMITED PARTNERSHIP |
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By: |
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Mayfield XII Management, L.L.C.
Its General Partner |
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By: |
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/s/ James T. Beck |
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James T. Beck, Authorized Signatory |
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MAYFIELD ASSOCIATES FUND XII, A DELAWARE LIMITED PARTNERSHIP |
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By: |
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Mayfield XII Management, L.L.C. |
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Its General Partner |
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By: |
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/s/ James T. Beck |
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James T. Beck, Authorized Signatory |
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MAYFIELD PRINCIPALS FUND XII, A DELAWARE MULTIPLE SERIES LLC |
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By: |
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Mayfield XII Management, L.L.C.
Its Managing Director |
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By: |
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/s/ James T. Beck |
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James T. Beck, Authorized Signatory |
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JAMES T. BECK |
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By: |
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/s/ James T. Beck |
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James T. Beck |
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NAVIN CHADDHA |
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By: |
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/s/ James T. Beck |
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James T. Beck, Attorney-In-Fact |
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ROBERT T. VASAN |
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By: |
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/s/ James T. Beck |
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James T. Beck, Attorney-In-Fact |
EXHIBIT INDEX
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Ex. 24.1 - |
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Power of Attorney dated January 31, 2011 (incorporated by reference to Exhibit 24.1 to the Schedule 13G filed by the Reporting Persons on January 31, 2014). |
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Ex. 24.2 - |
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Power of Attorney dated January 31, 2011 (incorporated by reference to Exhibit 24.2 to the Schedule 13G filed by the Reporting Persons on January 31, 2014). |
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Ex. 99.1 - |
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Joint Filing Agreement dated January 31, 2014 (incorporated by reference to Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons on January 31, 2014). |
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