SEC Form 4 · accession 0001140361-15-017021
Apigee Corp · APIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Apr 29, 2015
Accepted (ET)
Apr 30, 2015 · 4:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001324772
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.001 par value per shareF1 | Apr 29, 2015 | P | 300,000 | $17.00 | A | 300,000 | I | See footnote |
| Common Stock, $0.001 par value per shareF2,F1 | Apr 29, 2015 | C | 1,596,856 | — | A | 1,896,856 | I | See footnote |
| Common Stock, $0.001 par value per shareF2,F1 | Apr 29, 2015 | C | 319,211 | — | A | 2,216,067 | I | See footnote |
| Common Stock, $0.001 par value per shareF2,F1 | Apr 29, 2015 | C | 292,276 | — | A | 2,508,343 | I | See footnote |
| Common Stock, $0.001 par value per shareF2,F1 | Apr 29, 2015 | C | 266,893 | — | A | 2,775,236 | I | See footnote |
| Common Stock, $0.001 par value per shareF2,F1 | Apr 29, 2015 | C | 264,562 | — | A | 3,039,798 | I | See footnote |
| Common Stock, $0.001 par value per shareF3,F1 | Apr 29, 2015 | C | 126,753 | — | A | 3,166,551 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Convertible Preferred StockF1,F2 | — | Apr 29, 2015 | C | 1,596,856 | D | — | — | Common Stock | 1,596,856 | 0 | I |
| Series D Convertible Preferred StockF1,F2 | — | Apr 29, 2015 | C | 319,211 | D | — | — | Common Stock | 319,211 | 0 | I |
| Series E Convertible Preferred StockF1,F2 | — | Apr 29, 2015 | C | 292,276 | D | — | — | Common Stock | 292,276 | 0 | I |
| Series F Convertible Preferred StockF1,F2 | — | Apr 29, 2015 | C | 266,893 | D | — | — | Common Stock | 266,893 | 0 | I |
| Series G Convertible Preferred StockF1,F2 | — | Apr 29, 2015 | C | 264,562 | D | — | — | Common Stock | 264,562 | 0 | I |
| Series H Convertible Preferred StockF1,F3 | — | Apr 29, 2015 | C | 122,291 | D | — | — | Common Stock | 126,753 | 0 | I |
Explanation of responses
- F1The securities subject to the transactions disclosed in this Form 4 are owned by certain funds (the "Funds") managed by Third Point LLC ("Third Point"). Daniel S. Loeb is the Chief Executive Officer of Third Point. By reason of the provisions of Rule 16a-1 under the Securities Exchange Act of 1934, as amended, Third Point and Mr. Loeb may be deemed to be the beneficial owners of the securities beneficially owned by the Funds. Third Point and Mr. Loeb hereby disclaim beneficial ownership of all such securities, except to the extent of any indirect pecuniary interest therein.
- F2In connection with the completion of the Issuer's initial public offering of common stock, each share of Series C, D, E, F and G Convertible Preferred Stock automatically converted into one share of common stock of the Issuer immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date.
- F3In connection with the completion of the Issuer's initial public offering of common stock, each share of Series H Convertible Preferred Stock automatically converted into 1.037 shares of common stock of the Issuer immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date.
Remarks
List of Exhibits: Exhibit 99.1 - Joint Filer Information