SEC Form 4/A · accession 0000899243-17-025435
MARIN SOFTWARE INC · MRIN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Period of report
Sep 22, 2017
Accepted (ET)
Nov 6, 2017 · 4:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001389002
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 22, 2017 | P | 302,642 | $1.8478 | A | 5,376,755 | D | |
| Common StockF3,F2 | Oct 11, 2017 | P | 472 | $14.00 | A | 789,278 | D | |
| Common StockF2 | Oct 12, 2017 | P | 1,908 | $14.00 | A | 791,186 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a weighted average purchase price per share. These shares were purchased in multiple transactions at prices ranging from $1.75 to $1.85. The Reporting Person undertakes to provide to the Issuer, the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
- F2These shares are held directly by ESW Capital, LLC ("ESW"). Joseph Liemandt is the sole voting member of ESW and may be deemed to have beneficial ownership, for purposes of Section 13(d) of the Securities Exchange Act of 1934, of the shares held by ESW. Mr. Liemandt disclaims Section 16 beneficial ownership of the shares held by ESW, except to the extent, if any, of his pecuniary interest therein.
- F3Reflects the 7-to-1 reverse stock split effected by the Issuer on October 5, 2017.
Remarks
This Amendment is being filed to report the September 22, 2017 transaction and to correct the reported ownership of the reporting persons to reflect the reverse stock split.