SEC Form 4 · accession 0001209191-16-115390
Itron Networked Solutions, Inc. · SSNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Warren M Weiss
Director · 10% Owner
Period of report
Apr 21, 2016
Accepted (ET)
Apr 22, 2016 · 6:13 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001180079
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Apr 21, 2016 | J | 219,926 | $0.00 | D | 10,307,012 | I | By Foundation Capital IV, L.P. |
| Common StockF4 | Apr 21, 2016 | J | 663,178 | $0.00 | D | 0 | I | By Foundation Capital VI, L.P. |
| Common StockF4 | Apr 21, 2016 | J | 170,768 | $0.00 | A | 170,768 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF4 | Apr 21, 2016 | J | 170,768 | $0.00 | D | 0 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF7 | Apr 21, 2016 | J | 231 | $0.00 | A | 686 | I | By Foundation Capital, LLC |
| Common StockF9 | Apr 21, 2016 | J | 21,210 | $0.00 | A | 29,362 | I | By The Warren M. Weiss Trust UA dated 7/20/2005 |
| Common StockF10 | Apr 21, 2016 | J | 3,788 | $0.00 | A | 5,306 | I | By ALLY L. WEISS GST EXEMPT TRUST |
| Common StockF11 | Apr 21, 2016 | J | 3,788 | $0.00 | A | 5,306 | I | By SHANE T. WEISS GST EXEMPT TRUST |
| Common StockF4 | Apr 21, 2016 | J | 14,818 | $0.00 | D | 0 | I | By: Foundation Capital VI Principals Fund, LLC |
| Common StockF2 | holding | — | — | — | 84,866 | I | By: FC IV Active Advisors Fund, LLC | |
| Common StockF2 | holding | — | — | — | 91,204 | I | By: Foundation Capital IV Principals Fund, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital IV, L.P. effected following the close of the trading market on April 21, 2016 without consideration to its limited partners.
- F10The shares are held by the ALLY L. WEISS GST EXEMPT TRUST (the "ALLY Trust"). Warren M. Weiss is a trustee of the ALLY Trust. The Reporting Person disclaims beneficial ownership of the shares held by the ALLY Trust except to the extent of his proportionate pecuniary interest therein.
- F11The shares are held by the SHANE T. WEISS GST EXEMPT TRUST (the "SHANE Trust"). Warren M. Weiss is a trustee of the SHANE Trust. The Reporting Person disclaims beneficial ownership of the shares held by the SHANE Trust except to the extent of his proportionate pecuniary interest therein.
- F2The Reporting Person is a managing member of Foundation Capital Management Co. IV, LLC. Foundation Capital Management Co. IV, LLC is the general partner of Foundation Capital IV, L.P., FC IV Active Advisors Fund, LLC and Foundation Capital IV Principals Fund, LLC. As such, the Reporting Person may be deemed to share voting and investment power over the shares owned by Foundation Capital IV, L.P., FC IV Active Advisors Fund, LLC and Foundation Capital IV Principals Fund, LLC. The Reporting Person disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
- F3Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. effected following the close of the trading market on April 21, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C.
- F4The Reporting Person is a managing member of Foundation Capital Management Co. VI, LLC. Foundation Capital Management Co. VI, LLC is the general partner of Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. The Reporting Person may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. The Reporting Person disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
- F5Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. described in footnote 3 above.
- F6Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, LLC effected following the close of the trading market on April 21, 2016 without consideration to its members.
- F7The Reporting Person is a manager of Foundation Capital, LLC. Foundation Capital, LLC is under common control with Foundation Capital Management Co. IV, LLC and Foundation Capital Management Co. VI, LLC. As such, the Reporting Person may be deemed to share voting and investment power over the shares owned by Foundation Capital IV, L.P., FC IV Active Advisors Fund, LLC, Foundation Capital IV Principals Fund, LLC, Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. The Reporting Person disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
- F8Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on April 21, 2016 without consideration to its members.
- F9The shares are held by The Warren M. Weiss Trust UA dated 7/20/2005 (the "Weiss Trust"). Warren M. Weiss is a trustee of the Weiss Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Weiss Trust except to the extent of his proportionate pecuniary interest therein.