SEC Form 4 · accession 0001477932-16-010235
INSTRUCTURE INC · INST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ZIONS SBIC LLC
10% Owner
Kent Madsen
10% Owner
EPIC VENTURE FUND IV, LLC
10% Owner
Epic Expansion Capital, LLC
10% Owner
Epic Expansion Capital Annex, LLC
10% Owner
Period of report
May 11, 2016
Accepted (ET)
May 13, 2016 · 12:23 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 StockF2 | May 11, 2016 | J | 572,806 | $0.00 | D | 0 | I | By Epic Expansion Capital Annex, LLC |
| Common StockF4 | May 11, 2016 | J | 374,999 | $0.00 | D | 0 | I | By Epic Expansion Capital, LLC |
| Common StockF1 | holding | — | — | — | 2,672,811 | D | ||
| Common StockF3 | holding | — | — | — | 1,204,460 | I | By Zions SBIC LLC | |
| Common StockF5 | holding | — | — | — | 39,149 | I | By Kent I. Madsen |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Epic Management Partners, LLC (EMP) is the investment manager of Epic Venture Fund IV, LLC (EVF IV) and has sole voting and investment power with regard to the shares held directly by EVF IV. E. Nicholaus Efstratis and Kent I. Madsen are the managers of EMP and, therefore, may be deemed to share voting and investment power with regard to the shares held by EVF IV. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose.
- F2Until May 11, 2016, EMP was the investment manager of Epic Expansion Capital Annex, LLC (EECA) and had sole voting and investment power with regard to the shares held directly by EECA. Effective as of May 11, 2016, the members of EECA elected to remove EMP as the investment manager of EECA and appoint Industry Ventures Management VII, L.L.C. as the investment manager. As a result of such removal, EMP has no voting or investment power with regard to the shares held by EECA and thus no beneficial ownership with respect to such shares. EECA shall no longer be considered a member of a "group" with the other reporting persons filing this Form 4 for purposes of Section 13(d) of the Exchange Act or otherwise.
- F3ZWMC IV, L.L.C. (ZWMC) is the investment manager of Zions SBIC LLC (Zions SBIC) and has sole voting and investment power with regard to the shares held directly by Zions SBIC. E. Nicholaus Efstratis and Kent I. Madsen are the managers of ZWMC and, therefore, may be deemed to share voting and investment power with regard to the shares held by Zions SBIC. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose.
- F4Until May 11, 2016, EMP was the investment manager of Epic Expansion Capital, LLC (EEC) and had sole voting and investment power with regard to the shares held directly by EEC. Effective as of May 11, 2016, the members of EEC elected to remove EMP as the investment manager of EEC and appoint IVPH III GP, L.L.C. as the investment manager. As a result of such removal, EMP has no voting or investment power with regard to the shares held by EEC and thus no beneficial ownership. EEC shall no longer be considered a member of a "group" with the other reporting persons filing this Form 4 for purposes of Section 13(d) of the Exchange Act or otherwise.
- F5These shares are owned directly by Kent I. Madsen.