SEC Form 4 · accession 0001104659-16-143266
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
Sep 1, 2016
Accepted (ET)
Sep 6, 2016 · 5:58 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 StockF1 | Sep 1, 2016 | S | 160 | $24.05 | D | 112,603 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF2 | Sep 1, 2016 | S | 241 | $24.05 | D | 169,664 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF3 | Sep 1, 2016 | S | 3,240 | $24.05 | D | 2,285,016 | I | By OpenView Venture Partners II, L.P. |
| Common StockF4 | Sep 1, 2016 | S | 3,159 | $24.05 | D | 2,227,955 | I | By OpenView Venture Partners, L.P. |
| Common StockF5 | Sep 2, 2016 | S | 1,006 | $24.05 | D | 111,597 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF6 | Sep 2, 2016 | S | 1,516 | $24.05 | D | 168,148 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF7 | Sep 2, 2016 | S | 20,414 | $24.05 | D | 2,264,602 | I | By OpenView Venture Partners II, L.P. |
| Common StockF8 | Sep 2, 2016 | S | 19,904 | $24.05 | D | 2,208,051 | I | By OpenView Venture Partners, L.P. |
| Common StockF13,F9 | Sep 6, 2016 | S | 545 | $24.0726 | D | 111,052 | I | By OpenView Affiliates Fund II, L.P. |
| Common StockF13,F10 | Sep 6, 2016 | S | 821 | $24.0726 | D | 167,327 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF13,F11 | Sep 6, 2016 | S | 11,057 | $24.0726 | D | 2,253,545 | I | By OpenView Venture Partners II, L.P. |
| Common StockF13,F12 | Sep 6, 2016 | S | 10,781 | $24.0726 | D | 2,197,270 | I | By OpenView Venture Partners, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 1, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 160 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
- F10On September 6, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 821 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
- F11On September 6, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 11,057 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP 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.
- F12On September 6, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 10,781 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP 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.
- F13The 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 $24.25. 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 September 1, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 241 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
- F3On September 1, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 3,240 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP 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.
- F4On September 1, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 3,159 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP 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.
- F5On September 2, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 1,006 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
- F6On September 2, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 1,516 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
- F7On September 2, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 20,414 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP 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.
- F8On September 2, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 19,904 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP 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.
- F9On September 6, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 545 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP 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.
Remarks
Exhibit 24 - Power of Attorney