SEC Form 4 · accession 0001104659-16-139831
INSTRUCTURE INC · INST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam D. Marcus
Director · 10% Owner
Period of report
Aug 11, 2016
Accepted (ET)
Aug 15, 2016 · 6:55 pm EDT
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 StockF5,F1 | Aug 11, 2016 | S | 989 | $24.2833 | D | 115,323 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF5,F2 | Aug 11, 2016 | S | 1,490 | $24.2833 | D | 173,761 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF5,F3 | Aug 11, 2016 | S | 20,061 | $24.2833 | D | 2,340,190 | I | By OpenView Venture Partners II, L.P. |
| Common StockF5,F4 | Aug 11, 2016 | S | 19,560 | $24.2833 | D | 2,281,752 | I | By OpenView Venture Partners, L.P. |
| Common StockF10,F6 | Aug 12, 2016 | S | 1,585 | $24.3237 | D | 113,738 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF10,F7 | Aug 12, 2016 | S | 2,388 | $24.3237 | D | 171,373 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF10,F8 | Aug 12, 2016 | S | 32,165 | $24.3237 | D | 2,308,025 | I | By OpenView Venture Partners II, L.P. |
| Common StockF10,F9 | Aug 12, 2016 | S | 31,362 | $24.3237 | D | 2,250,390 | I | By OpenView Venture Partners, L.P. |
| Common StockF15,F11 | Aug 15, 2016 | S | 329 | $24.101 | D | 113,409 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF15,F12 | Aug 15, 2016 | S | 495 | $24.101 | D | 170,878 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF15,F13 | Aug 15, 2016 | S | 6,673 | $24.101 | D | 2,301,352 | I | By OpenView Venture Partners II, L.P. |
| Common StockF15,F14 | Aug 15, 2016 | S | 6,507 | $24.101 | D | 2,243,883 | I | By OpenView Venture Partners, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On August 11, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 989 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F10The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.25 to $24.47. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
- F11On August 15, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 329 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F12On August 15, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 495 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F13On August 15, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 6,673 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F14On August 15, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 6,507 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F15The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.05 to $24.37. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
- F2On August 11, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 1,490 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F3On August 11, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 20,061 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F4On August 11, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 19,560 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F5The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.04 to $24.51. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
- F6On August 12, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 1,585 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F7On August 12, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 2,388 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F8On August 12, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 32,165 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.
- F9On August 12, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 31,362 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. Mr. Marcus is a managing partner at OpenView Venture Partners. Mr. Marcus disclaims beneficial ownership of the securities held by these entities except to the extent of his pecuniary interest therein.