SEC Form 4 · accession 0001209191-15-080860
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
Nov 18, 2015
Accepted (ET)
Nov 18, 2015 · 2:10 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,F4 | Nov 18, 2015 | C | 168,898 | — | A | 175,251 | I | By OpenView Affiliates Fund, L.P. |
| Common StockF1,F2,F3,F4 | Nov 18, 2015 | C | 2,274,690 | — | A | 2,360,251 | I | By OpenView Venture Partners II, L.P. |
| Common StockF1,F2,F3,F4 | 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,F5 | — | Nov 18, 2015 | C | 3,126 | D | — | — | Common Stock | 3,126 | 0 | I |
| Series A Preferred StockF4,F1,F5 | — | Nov 18, 2015 | C | 4,710 | D | — | — | Common Stock | 4,710 | 0 | I |
| Series A Preferred StockF4,F1,F5 | — | Nov 18, 2015 | C | 63,433 | D | — | — | Common Stock | 63,433 | 0 | I |
| Series A Preferred StockF4,F1,F5 | — | Nov 18, 2015 | C | 61,849 | D | — | — | Common Stock | 61,849 | 0 | I |
| Series B Preferred StockF4,F2,F5 | — | Nov 18, 2015 | C | 92,090 | D | — | — | Common Stock | 92,090 | 0 | I |
| Series B Preferred StockF4,F2,F5 | — | Nov 18, 2015 | C | 138,752 | D | — | — | Common Stock | 138,752 | 0 | I |
| Series B Preferred StockF4,F2,F5 | — | Nov 18, 2015 | C | 1,868,694 | D | — | — | Common Stock | 1,868,694 | 0 | I |
| Series B Preferred StockF4,F2,F5 | — | Nov 18, 2015 | C | 1,822,031 | D | — | — | Common Stock | 1,822,031 | 0 | I |
| Series C Preferred StockF4,F3,F5 | — | Nov 18, 2015 | C | 16,880 | D | — | — | Common Stock | 16,880 | 0 | I |
| Series C Preferred StockF4,F3,F5 | — | Nov 18, 2015 | C | 25,436 | D | — | — | Common Stock | 25,436 | 0 | I |
| Series C Preferred StockF4,F3,F5 | — | Nov 18, 2015 | C | 342,563 | D | — | — | Common Stock | 342,563 | 0 | I |
| Series C Preferred StockF4,F3,F5 | — | 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.
- F4OpenView Management, LLC is the general partner of the general partner of each of OpenView Affiliates Fund II, L.P., OpenView Affiliates Fund, L.P., OpenView Venture Partners II, L.P. and OpenView Venture Partners, L.P. 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.
- F5Not applicable.