SEC Form 4 · accession 0001140361-15-039520
ADESTO TECHNOLOGIES Corp · IOTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Robert Nelsen
10% Owner
Clinton Bybee
10% Owner
ARCH VENTURE FUND VI LP
10% Owner
ARCH VENTURE PARTNERS VI LP
10% Owner
ARCH VENTURE PARTNERS VI LLC
10% Owner
Period of report
Oct 30, 2015
Accepted (ET)
Nov 3, 2015 · 7:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001395848
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 30, 2015 | C | 752,541 | $0.00 | A | 1,152,541 | D | |
| Common StockF3,F2 | Oct 30, 2015 | C | 73,034 | $0.00 | A | 1,225,575 | D | |
| Common StockF4,F2 | Oct 30, 2015 | C | 1,050,936 | $0.00 | A | 2,276,511 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F1 | $0.00 | Oct 30, 2015 | C | 315,656 | D | — | — | Common Stock | 315,656 | 0 | D |
| Series B Preferred StockF2,F1 | $0.00 | Oct 30, 2015 | C | 286,960 | D | — | — | Common Stock | 286,960 | 0 | D |
| Series C Preferred StockF2,F1 | $0.00 | Oct 30, 2015 | C | 102,309 | D | — | — | Common Stock | 102,309 | 0 | D |
| Series D Preferred StockF2,F3 | $0.00 | Oct 30, 2015 | C | 70,697 | D | — | — | Common Stock | 73,034 | 0 | D |
| Series D-1 Preferred StockF2,F1 | $0.00 | Oct 30, 2015 | C | 47,616 | D | — | — | Common Stock | 47,616 | 0 | D |
| Series E Preferred StockF2,F4 | $0.00 | Oct 30, 2015 | C | 106,326 | D | — | — | Common Stock | 1,050,936 | 0 | D |
Explanation of responses
- F1In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D-1 Preferred Stock automatically converted into one (1) share of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.
- F2These shares are owned directly by ARCH Venture Fund VI, L.P. ("ARCH Fund VI"). The sole general partner of ARCH Fund VI is ARCH Venture Partners VI, L.P. ("ARCH Partners VI"). The sole general partner of ARCH Partners VI is ARCH Venture Partners VI, LLC ("ARCH VI LLC"). The Managing Directors of ARCH VI LLC, Robert T. Nelsen, Keith Crandell and Clinton Bybee, are deemed to have voting and dispositive power over the shares and may be deemed to beneficially own certain shares held by ARCH Fund VI. Mr. Crandell is a member of the Issuer's Board of Directors. Each of ARCH Partners VI, ARCH VI LLC and the Managing Directors disclaim beneficial ownership of these securities, except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that ARCH Partners VI, ARCH VI LLC and such Managing Directors are the beneficial owners of such securities for Section 16 or any other purpose.
- F3In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series D Preferred Stock automatically converted into 1.0330576 shares of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.
- F4In connection with the consummation of the Issuer's initial public offering on October 30, 2015, each share of Series E Preferred Stock automatically converted into 9.8841 shares of Common Stock for no additional consideration, and had no expiration date. All shares of Common Stock issued upon conversion were aggregated.