SEC Form 4 · accession 0001209191-16-126602
Tableau Software Inc · DATA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Forest Baskett
Director
Period of report
Jun 6, 2016
Accepted (ET)
Jun 8, 2016 · 5:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001303652
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F3 | Jun 6, 2016 | C | 982,096 | — | A | 982,096 | I | See Note 3 |
| Class A Common StockF3 | Jun 6, 2016 | J | 982,096 | $0.00 | D | 0 | I | See Note 3 |
| Class A Common StockF6 | Jun 6, 2016 | J | 301,503 | $0.00 | A | 301,503 | I | See Note 6 |
| Class A Common StockF6 | Jun 6, 2016 | J | 301,503 | $0.00 | D | 0 | I | See Note 6 |
| Class A Common StockF9 | Jun 6, 2016 | J | 18,452 | $0.00 | A | 41,630 | I | See Note 9 |
| Class A Common StockF11 | Jun 6, 2016 | J | 54,748 | $0.00 | A | 54,748 | I | See Note 11 |
| Class A Common StockF12,F9 | Jun 7, 2016 | S | 5,300 | $54.9009 | D | 36,330 | I | See Note 9 |
| Class A Common StockF13,F9 | Jun 7, 2016 | S | 13,152 | $55.3879 | D | 23,178 | I | See Note 9 |
| Class A Common StockF14,F11 | Jun 7, 2016 | S | 17,600 | $54.894 | D | 37,148 | I | See Note 11 |
| Class A Common StockF15,F11 | Jun 7, 2016 | S | 37,148 | $55.3964 | D | 0 | I | See Note 11 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F3,F16 | — | Jun 6, 2016 | C | 982,096 | D | — | — | Class A Common Stock | 982,096 | 982,096 | I |
Explanation of responses
- F1Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
- F10NEA LLC received 54,748 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 11 on June 6, 2016.
- F11The Reporting Person is a member of the Board of Directors of New Enterprise Associates LLC ("NEA LLC"), which is the direct beneficial owner of the shares of Class A Common Stock of the Issuer. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of such portion of the shares of Class A Common Stock of the Issuer held by NEA LLC in which the Reporting Person has no pecuniary interest.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.55 to $54.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (12) to this Form 4.
- F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.025 to $55.795, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (13) to this Form 4.
- F14The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.50 to $54.995, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (14) to this Form 4.
- F15The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55 to $55.765, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (15) to this Form 4.
- F16Not applicable.
- F2Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value and whether voluntary or involuntary or by operation of law, except for certain transfers described in the Issuer's Amended and Restated Certificate of Incorporation, including, without limitation, certain transfers for tax and estate planning purposes.
- F3The Reporting Person is a manager of NEA 11 GP, LLC, which is the sole general partner of NEA Partners 11, Limited Partnership ("NEA Partners 11"). NEA Partners 11 is the sole general partner of New Enterprise Associates 11, Limited Partnership ("NEA 11"), the direct beneficial owner of the Shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the Shares held by NEA 11 in which the Reporting Person has no pecuniary interest.
- F4NEA 11 made a pro rata distribution for no consideration of an aggregate of 982,096 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on June 6, 2016.
- F5NEA Partners 11 received 301,503 shares of Class A Common Stock of the Issuer in the distribution by NEA 11 on June 6, 2016.
- F6The Reporting Person is a manager of NEA 11 GP, LLC, the sole general partner of NEA Partners 11, the direct beneficial owner of the Shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of such portion of the shares of Class A Common Stock held by NEA Partners 11 in which the Reporting Person has no pecuniary interest.
- F7NEA Partners 11 made a pro rata distribution for no consideration of an aggregate of 301,503 shares of Class A Common Stock of the Issuer to its limited partners on June 6, 2016.
- F8The Baskett Family Trust u/a dtd 10/12/10 (the "Baskett Trust") received 18,452 shares of common stock of the Issuer in the distribution by NEA Partners 11 on June 6, 2016.
- F9The Reporting Person is the trustee of the Baskett Trust, which is the direct beneficial owner of the shares of Class A Common Stock of the Issuer. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of such portion of the shares of Class A Common Stock of the Issuer held by the Baskett Trust in which the Reporting Person has no pecuniary interest.