SEC Form 4 · accession 0001209191-16-145825
Coupa Software Inc · COUP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Richard D Frisbie
10% Owner
Kenneth P Lawler
10% Owner
Thomas J Crotty
10% Owner
R David Tabors
10% Owner
Scott R Tobin
10% Owner
Michael Maurice Brown
10% Owner
Roger H Lee
10% Owner
Battery Ventures VIII lp
10% Owner
Battery Partners VIII, LLC
10% Owner
Battery Management Corp.
10% Owner
Period of report
Oct 12, 2016
Accepted (ET)
Oct 13, 2016 · 5:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001385867
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Oct 12, 2016 | C | 6,243,840 | — | A | 6,594,220 | I | By Battery Ventures VIII, L.P. |
| Common StockF3 | Oct 12, 2016 | P | 275,000 | $18.00 | A | 6,869,220 | I | By Battery Ventures VIII, 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 Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 36,030 | D | — | — | Common Stock | 45,239 | 0 | I |
| Series B Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 839,552 | D | — | — | Common Stock | 1,595,517 | 0 | I |
| Series C Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 1,432,578 | D | — | — | Common Stock | 1,432,578 | 0 | I |
| Series D Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 1,164,075 | D | — | — | Common Stock | 1,164,075 | 0 | I |
| Series E Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 767,715 | D | — | — | Common Stock | 767,715 | 0 | I |
| Series F Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 1,087,762 | D | — | — | Common Stock | 1,087,762 | 0 | I |
| Series G Convertible Preferred StockF3,F2 | — | Oct 12, 2016 | C | 150,954 | D | — | — | Common Stock | 150,954 | 0 | I |
Explanation of responses
- F1The total represents shares received upon conversion of shares of Series A, B, C, D, E, F and G Convertible Preferred Stock.
- F2Each share of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into 1.25561723 and 1.90043965 shares, respectively, of the Issuer's Common Stock for no additional consideration immediately prior to the completion of the Issuer's initial public offering. Each share of Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock and Series G Convertible Preferred Stock automatically converted into one share of the Issuer's Common Stock for no additional consideration immediately prior to the completion of the Issuer's initial public offering. The convertible preferred stock had no expiration date.
- F3The reported securities are owned directly by Battery Ventures VIII, L.P. ("BV VIII"). The sole general partner of BV VIII is Battery Partners VIII, LLC ("BP VIII"). BP VIII's investment adviser is Battery Management Corp. (together with BP VIII, the "Battery Companies"). Neeraj Agrawal, Michael Brown, Thomas Crotty, Richard Frisbie, Kenneth Lawler, R. David Tabors, Scott Tobin and Roger Lee are the managing members and officers of the Battery Companies and may be deemed to share voting and dispositive power over the securities held by BV VIII. Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.