SEC Form 4 · accession 0000769993-17-000578
Limelight Networks, Inc. · LLNW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
GOLDMAN SACHS & CO. LLC
10% Owner
GOLDMAN SACHS GROUP INC
10% Owner
GOLDMAN, SACHS MANAGEMENT GP GMBH
10% Owner
GSCP V ADVISORS, L.L.C.
10% Owner
GSCP V OFFSHORE ADVISORS, L.L.C.
10% Owner
GS CAPITAL PARTNERS V FUND, L.P.
10% Owner
GS CAPITAL PARTNERS V GMBH & CO. KG
10% Owner
MBD Advisors, L.L.C.
10% Owner
Period of report
Jun 8, 2017
Accepted (ET)
Jun 12, 2017 · 7:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001391127
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F1,F3,F4,F5 | Jun 8, 2017 | A | 39,585 | $0.00 | A | 30,591,690 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified stock options (right to buy)F1,F6 | $4.10 | holding | — | — | — | — | Jun 5, 2025 | Common Stock | 26,271 | 26,271 | I |
Explanation of responses
- F1This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), GSCP V Advisors, L.L.C. ("GSCP Advisors"), GSCP V Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), MBD Advisors, L.L.C. ("MBD Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners V Fund, L.P. ("GS Capital"), GS Capital Partners V Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners V GmbH & Co. KG ("GS Germany"), GS Capital Partners V Institutional, L.P. ("GS Institutional" and, together with GS Capital, GS Offshore and GS Germany, the "Funds") (GS Group, Goldman Sachs, GSCP Advisors, GSCP Offshore Advisors, MBD Advisors, GS GmbH and the Funds, collectively, the "Reporting Persons").
- F2The 39,585 shares of common stock, par value $0.001 per share (the "Common Stock"), were granted pursuant to Limelight Network, Inc.'s (the "Company") Amended and Restated 2007 Equity Incentive Plan (the "Plan"), consisting of 39,585 restricted stock units granted to Mark J. Midle, a vice president of Goldman Sachs, in his capacity as a director of the Company. The grant of 39,585 restricted stock units, if eligible, shall become fully vested and exercisable on the day prior to the Company's 2018 annual shareholder meeting (but in no event later than December 31, 2018), subject to continued board service through such date. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Mr. Midle has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group.
- F3GS Group may be deemed to beneficially own, in the aggregate, 317,695 shares of Common Stock that were granted pursuant to the Plan, consisting of 142,831 restricted stock units granted to Mr. Midle, 102,879 restricted stock units that were granted to Joseph H. Gleberman, a former advisory director of Goldman Sachs, and 71,985 restricted stock units that were granted to Peter J. Perrone, a former managing director of Goldman Sachs, each in their capacity as directors of the Company. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Mr. Midle has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group.
- F4GS Group and Goldman Sachs may be deemed to beneficially own indirectly, in the aggregate, 30,272,493 shares of the Company's Common Stock by reason of the direct ownership of Common Stock by the Funds. Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 1,502 shares of Common Stock and Goldman Sachs also had open short positions of 1,440 shares of Common Stock. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or managing partner of the Funds. Goldman Sachs is the investment manager of certain of the Funds. Goldman Sachs is a subsidiary of GS Group. GS Group and Goldman Sachs each disclaims beneficial ownership of the shares of Common Stock owned by the Funds except to the extent of its pecuniary interest therein.
- F5GS Capital beneficially owns directly and its general partner, GSCP Advisors, may be deemed to beneficially own indirectly 15,940,283 shares of Common Stock. GSCP Offshore beneficially owns directly and its general partner, GSCP Offshore Advisors, may be deemed to beneficially own indirectly 8,234,087 shares of Common Stock. GS Institutional beneficially owns directly and its general partner, MBD Advisors, may be deemed to beneficially own indirectly 5,466,153 shares of Common Stock. GS Germany beneficially owns directly and its general partner, GS GmbH, may be deemed to beneficially own indirectly 631,970 shares of Common Stock.
- F6The options to purchase 26,271 shares of Common Stock were granted to Mr. Midle in his capacity as a director of the Company pursuant to the Plan. The grant of 26,271 options is fully vested and exercisable. The expiration date has been corrected to 6/5/2025. Mr. Midle has an understanding with GS Group pursuant to which he holds such options for the benefit of GS Group.