SEC Form 4 · accession 0001104659-15-079898
INSTRUCTURE INC · INST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
OpenView Venture Partners LP
10% Owner
OPENVIEW AFFILIATES FUND LP
10% Owner
OPENVIEW VENTURE PARTNERS II LP
10% Owner
OPENVIEW AFFILIATES FUND II LP
10% Owner
Scott Marcil Maxwell
10% Owner
OpenView Management, LLC
10% Owner
Period of report
Nov 18, 2015
Accepted (ET)
Nov 18, 2015 · 2:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001355754
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | Nov 18, 2015 | C | 112,096 | — | A | 116,312 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF1,F2,F3,F5 | Nov 18, 2015 | C | 168,898 | — | A | 175,251 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF1,F2,F3,F6 | Nov 18, 2015 | C | 2,274,690 | — | A | 2,360,251 | I | By OpenView Venture Partners II, L.P. |
| Common StockF1,F2,F3,F7 | Nov 18, 2015 | C | 2,217,888 | — | A | 2,301,312 | I | By OpenView Venture Partners, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF4,F1,F8 | — | Nov 18, 2015 | C | 3,126 | D | — | — | Common Stock | 3,126 | 0 | I |
| Series A Preferred StockF5,F1,F8 | — | Nov 18, 2015 | C | 4,710 | D | — | — | Common Stock | 4,710 | 0 | I |
| Series A Preferred StockF6,F1,F8 | — | Nov 18, 2015 | C | 63,433 | D | — | — | Common Stock | 63,433 | 0 | I |
| Series A Preferred StockF7,F1,F8 | — | Nov 18, 2015 | C | 61,849 | D | — | — | Common Stock | 61,849 | 0 | I |
| Series B Preferred StockF4,F2,F8 | — | Nov 18, 2015 | C | 92,090 | D | — | — | Common Stock | 92,090 | 0 | I |
| Series B Preferred StockF5,F2,F8 | — | Nov 18, 2015 | C | 138,752 | D | — | — | Common Stock | 138,752 | 0 | I |
| Series B Preferred StockF6,F2,F8 | — | Nov 18, 2015 | C | 1,868,694 | D | — | — | Common Stock | 1,868,694 | 0 | I |
| Series B Preferred StockF7,F2,F8 | — | Nov 18, 2015 | C | 1,822,031 | D | — | — | Common Stock | 1,822,031 | 0 | I |
| Series C Preferred StockF4,F3,F8 | — | Nov 18, 2015 | C | 16,880 | D | — | — | Common Stock | 16,880 | 0 | I |
| Series C Preferred StockF5,F3,F8 | — | Nov 18, 2015 | C | 25,436 | D | — | — | Common Stock | 25,436 | 0 | I |
| Series C Preferred StockF6,F3,F8 | — | Nov 18, 2015 | C | 342,563 | D | — | — | Common Stock | 342,563 | 0 | I |
| Series C Preferred StockF7,F3,F8 | — | Nov 18, 2015 | C | 334,008 | D | — | — | Common Stock | 334,008 | 0 | I |
Explanation of responses
- F1The Series A Preferred Stock automatically converted into Common Stock of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.
- F2The Series B Preferred Stock automatically converted into Common Stock of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.
- F3The Series C Preferred Stock automatically converted into Common Stock of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer.
- F4The securities are held by OpenView Affiliates Fund II, L.P. ("OAF II LP"). OpenView Management, LLC ("OVM LLC") is the general partner of OpenView General Partner II, L.P. ("OGP II LP"), which is the general partner of OAF II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OAF II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein.
- F5The securities are held by OpenView Affiliates Fund, L.P. ("OAF LP"). OpenView Management, LLC ("OVM LLC") is the general partner of OpenView General Partner, L.P. ("OGP LP"), which is the general partner of OAF LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OAF LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein.
- F6The securities are held by OpenView Venture Partners II, L.P. ("OVP II LP"). OpenView Management, LLC ("OVM LLC") is the general partner of OpenView General Partner II, L.P. ("OGP II LP"), which is the general partner of OVP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OVP II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein.
- F7The securities are held by OpenView Venture Partners, L.P. ("OVP LP"). OpenView Management, LLC ("OVM LLC") is the general partner of OpenView General Partner, L.P. ("OGP LP"), which is the general partner of OVP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OVP LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein.
- F8Not applicable.