Washington, D.C. 20549
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. )
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Page 1 of 22 Pages
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 2 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL GROWTH FUND III, L.P., A DELAWARE LIMITED PARTNERSHIP (SCGF III)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-2812490
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,028,011
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,028,011
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,028,011
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 3 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL GROWTH PARTNERS III, L.P., A DELAWARE LIMITED PARTNERSHIP (SCGP III)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-3735244
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
33,333
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
33,333
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
33,333
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.1%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 4 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL GROWTH III PRINCIPALS FUND, A DELAWARE MULTIPLE SERIES LLC (SCG III PF)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-3737763
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
148,201
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
148,201
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
148,201
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4%
|
12
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 5 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SCGF III MANAGEMENT, LLC (SCGF III LLC)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-2812373
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. SCGF III LLC is the General Partner of SCGF III and SCGP III, and the Managing Member of SCG III PF.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. SCGF III LLC is the General Partner of SCGF III and SCGP III, and the Managing Member of SCG III PF.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 6 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL CHINA I, L.P. (SCC I)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-3514012
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,250,031
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,250,031
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,250,031
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.0%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 7 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL CHINA PARTNERS FUND I, L.P. (SCC PTRS I)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-4387549
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
373,438
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
373,438
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
373,438
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.0%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 8 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL CHINA PRINCIPALS FUND I, L.P. (SCC PRIN I)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-4887879
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
502,976
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
502,976
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
502,976
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.4%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 9 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
SEQUOIA CAPITAL CHINA MANAGEMENT I, L.P. (SCC MGMT I)
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
20-3348112
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CAYMAN ISLANDS
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. SCC MGMT I is the General Partner of SCC I, SCC PTRS I, and SCC PRIN I.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. SCC MGMT I is the General Partner of SCC I, SCC PTRS I, and SCC PRIN I.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,126,445
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 10 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
MICHAEL MORITZ
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Moritz is a Managing Member of SCGF III LLC. Mr. Moritz disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Moritz is a Managing Member of SCGF III LLC. Mr. Moritz disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 11 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
DOUGLAS LEONE
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Leone is a Managing Member of SCGF III LLC. Mr. Leone disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Leone is a Managing Member of SCGF III LLC. Mr. Leone disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 12 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
MICHAEL GOGUEN
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Goguen is a Managing Member of SCGF III LLC. Mr. Goguen disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Goguen is a Managing Member of SCGF III LLC. Mr. Goguen disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 13 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
MARK KVAMME
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Kvamme is a Managing Member of SCGF III LLC. Mr. Kvamme disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Kvamme is a Managing Member of SCGF III LLC. Mr. Kvamme disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 14 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
JAMES GOETZ
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Goetz is a Managing Member of SCGF III LLC. Mr. Goetz disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Goetz is a Managing Member of SCGF III LLC. Mr. Goetz disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 15 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
J. SCOTT CARTER
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Carter is a Managing Member of SCGF III LLC. Mr. Carter disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Carter is a Managing Member of SCGF III LLC. Mr. Carter disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 16 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
ROELOF BOTHA
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Botha is a Managing Member of SCGF III LLC. Mr. Botha disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
3,209,545 shares of which 3,028,011 shares are directly held by SCGF III, 33,333 shares are directly held by SCGP III and 148,201 shares are directly held by SCG III PF. Mr. Botha is a Managing Member of SCGF III LLC. Mr. Botha disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,209,545
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.9%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 17 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
FAN ZHANG
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. Mr. Zhang is a Managing Member of SCC MGMT I. Mr. Zhang disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. Mr. Zhang is a Managing Member of SCC MGMT I. Mr. Zhang disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,126,445
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 18 of 22 Pages
|
|
|
|
|
1
|
NAME OF REPORTING PERSON
NAN PENG SHEN
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
[ ]
(b)
[X]
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CHINA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. Mr. Shen is a Managing Member of SCC MGMT I. Mr. Shen disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
7
|
SOLE DISPOSITIVE POWER
0
|
8
|
SHARED DISPOSITIVE POWER
4,126,445 shares of which 3,250,031 shares are directly held by SCC I, 373,438 shares are directly held by SCC PTRS I and 502,976 shares are directly held by SCC PRIN I. Mr. Shen is a Managing Member of SCC MGMT I. Mr. Shen disclaims beneficial ownership of all such shares except to the extent of his individual pecuniary interest therein.
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,126,445
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES
[ ]
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 19 of 22 Pages
|
ITEM 1.
(a)
Name of Issuer:
VanceInfo Technologies, Inc.
(b)
Address of Issuers Principal Executive Offices:
3/F, Building 8, Zhongguancun Software Park
Haidian District, Beijing 100094
Peoples Republic of China
ITEM 2.
(a)
Name of Persons Filing:
Sequoia Capital Growth Fund III, L.P., a Delaware Limited Partnership
Sequoia Capital Growth Partners III, L.P., a Delaware Limited Partnership
Sequoia Capital Growth III Principals Fund, a Delaware Multiple Series LLC
SCGF III Management, LLC
Sequoia Capital China I, L.P.
Sequoia Capital China Partners Fund I, L.P.
Sequoia Capital China Principals Fund I, L.P.
Sequoia Capital China Management I, L.P.
Michael Moritz (MM)
Douglas Leone (DL)
Michael Goguen (MG)
Mark Kvamme (MK)
James Goetz (JG)
J. Scott Carter (SC)
Roelof Botha (RB)
Fan Zhang (FZ)
Nan Peng Shen (NS)
SCGF III LLC is the General Partner of SCGF III and SCGP III, and the Managing Member of SCG III PF. MM, DL, MG, MK, JG, SC and RB are Managing Members of SCGF III LLC. SCC MGMT I is the General Partner of SCC I, SCC PTRS I and SCC PRIN I. FZ and NS are Managing Members of SCC MGMT I.
(b)
Address of Principal Business Office or, if none, Residence:
3000 Sand Hill Road, 4-180
Menlo Park, CA 94025
(c)
Citizenship:
MM, DL, MG, MK, JG, SC, RB, FZ: USA
SCGF III LLC, SCGF III, SCGP III, SCG III PF: Delaware
SCC MGMT I, SCC I, SCC PTRS I, SCC PRIN I: Cayman Islands
NS: China
(d)
Title of Class of Securities:
American Depositary Shares
(e)
CUSIP Number:
921564100
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 20 of 22 Pages
|
ITEM 3.
If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
NOT APPLICABLE
ITEM 4.
Ownership
SEE ROWS 5 THROUGH 11 OF COVER PAGES
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. [ ]
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
ITEM 10.
CERTIFICATION
NOT APPLICABLE
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 21 of 22 Pages
|
SIGNATURE
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 8, 2008
|
|
|
Sequoia Capital Growth Fund III, a Delaware Limited Partnership
Sequoia Capital Growth Partners III, a Delaware Limited Partnership
|
Sequoia Capital China I, L.P.
Sequoia Capital China Partners Fund I, L.P.
Sequoia Capital China Principals Fund I, L.P.
|
By: SCGF III Management, LLC,
their General Partner
|
By: Sequoia Capital China Management I, L.P.
their General Partner
|
By:
/s/ Michael Moritz
Michael Moritz, Managing Member
|
By:
/s/ Fan Zhang
Fan Zhang, Managing Member
|
Sequoia Capital Growth III Principals Fund, a Delaware Multiple Series LLC
|
|
By: SCGF III Management, LLC,
Its Managing Member
|
|
By:
/s/ Michael Moritz
Michael Moritz, Managing Member
|
|
|
/s/ Douglas Leone
Douglas Leone
|
/s/ J. Scott Carter
J. Scott Carter
|
/s/ Michael Moritz
Michael Moritz
|
/s/ Roelof Botha
Roelof Botha
|
/s/ Michael Goguen
Michael Goguen
|
/s/ Fan Zhang
Fan Zhang
|
/s/ Mark Kvamme
Mark Kvamme
|
/s/ Nan Peng Shen
Nan Peng Shen
|
/s/ James Goetz
James Goetz
|
|
|
|
CUSIP NO. 921564100
|
13 G
|
Page 22 of 22 Pages
|
EXHIBIT 1
AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G
The undersigned hereby agree that the Schedule 13G relating to shares of VanceInfo Technologies, Inc. to which this Agreement as to Joint Filing of Schedule 13G is attached as an exhibit is filed on behalf of each of them.
Date: February 8, 2008
|
|
|
|
Sequoia Capital Growth Fund III, a Delaware Limited Partnership
Sequoia Capital Growth Partners III, a Delaware Limited Partnership
|
Sequoia Capital China I, L.P.
Sequoia Capital China Partners Fund I, L.P.
Sequoia Capital China Principals Fund I, L.P.
|
By: SCGF III Management, LLC,
their General Partner
|
By: Sequoia Capital China Management I, L.P.
their General Partner
|
By:
/s/ Michael Moritz
Michael Moritz, Managing Member
|
By:
/s/ Fan Zhang
Fan Zhang, Managing Member
|
Sequoia Capital Growth III Principals Fund, a Delaware Multiple Series LLC
|
|
By: SCGF III Management, LLC,
Its Managing Member
|
|
By:
/s/ Michael Moritz
Michael Moritz, Managing Member
|
|
|
/s/ Douglas Leone
Douglas Leone
|
/s/ J. Scott Carter
J. Scott Carter
|
/s/ Michael Moritz
Michael Moritz
|
/s/ Roelof Botha
Roelof Botha
|
/s/ Michael Goguen
Michael Goguen
|
/s/ Fan Zhang
Fan Zhang
|
/s/ Mark Kvamme
Mark Kvamme
|
/s/ Nan Peng Shen
Nan Peng Shen
|
/s/ James Goetz
James Goetz
|