SEC Form 4 · accession 0000899243-16-015303

LIFELOCK, INC. · LOCK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1On February 16, 2016, Bessemer Venture Partners VI L.P. ("BVP VI"), Bessemer Venture Partners Co-Investment L.P. ("BVP Co") and Bessemer Venture Partners VI Institutional L.P. ("BVP VI Inst" and, collectively with BVP VI and BVP VI Co, the "Funds") exercised warrants to purchase 1,724,275, 580,593, and 29,176 shares, respectively, of common stock (the "Shares") from the Issuer at a price of $0.68 per share. The Funds paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 91,390, 30,773, and 1,546 of the warrant shares from BVP VI, BVP Co, and BVP VI Inst, respectively, to pay the exercise price and issuing to BVP VI, BVP Co, and BVP VI Inst the remaining 1,632,885, 549,820, and 27,630 shares, respectively. After the exercise, BVP VI held 6,258,569 Shares, BVP Co held 2,042,003 Shares, and BVP VI Inst held 75,449Shares.
• F2Mr. Cowan is an executive manager and a member of Deer VI & Co. LLC ("Deer VI"), the general partner of each of the Funds (as defined above). Mr. Cowan disclaims beneficial ownership of the securities and this report shall not be deemed an admission that such reporting person is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, in the securities by virtue of his interest in Deer VI and his indirect limited partnership interest in BVP Co.
• F3Represents 36,086 Shares held personally, 153,413 Shares held by the Cowan Family Trust UDT dated 10-17-02 (the "Cowan Family Trust") and 389,303 Shares held by David Cowan Partners II, a DE Multiple Series Limited Partnership (Series A) ("Cowan Partners"). The shares held by the Cowan Family Trust and Cowan Partners which shares were received in one or more pro rata distributions-in-kind from the Funds and Deer VI. All such distributions were made in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended Mr. Cowan and his spouse are the trustees of the Cowan Family Trust and the general partners of Cowan Partners. Mr. Cowan disclaims beneficial ownership of the securities held by the Cowan Family Trust and Cowan Partners, and this report shall not be deemed an admission that he is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, therein.
• F4The earlier of (a) November 20, 2016, or (b) the sale, conveyance or disposal of all or substantially all of the Issuer's property or business or the Issuer's merger with or into, or consolidation with, any other corporation (other than a wholly owned subsidiary of the Issuer) or any other transaction or series of related transactions in which more than 50% of the voting power of the Issuer is disposed of, provided that the foregoing shall not apply to a merger effected exclusively for the purpose of changing the domicile of the Issuer, to an equity financing in which the Issuer is the surviving corporation or a transaction in which the consideration received is other than solely in cash..
• F5Upon the closing of the Issuer's initial public offering, in October 2012, the Series A Preferred Stock Warrants became exercisable for shares of common stock at an exchange ratio of 1-to-1.02941 and at an exercise price of $0.68 per share.