SEC Form 4 · accession 0001140361-15-039521
ADESTO TECHNOLOGIES Corp · IOTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith Crandell
Director · 10% Owner
Period of report
Oct 30, 2015
Accepted (ET)
Nov 3, 2015 · 7:52 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,F3 | Oct 30, 2015 | C | 752,541 | $0.00 | A | 1,152,541 | I | See footnotes |
| Common StockF4,F2,F3 | Oct 30, 2015 | C | 73,034 | $0.00 | A | 1,225,575 | I | See footnotes |
| Common StockF5,F2,F3 | Oct 30, 2015 | C | 1,050,936 | $0.00 | A | 2,276,511 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F3,F1 | $0.00 | Oct 30, 2015 | C | 315,656 | D | — | — | Common Stock | 315,656 | 0 | I |
| Series B Preferred StockF2,F3,F1 | $0.00 | Oct 30, 2015 | C | 286,960 | D | — | — | Common Stock | 286,960 | 0 | I |
| Series C Preferred StockF2,F3,F1 | $0.00 | Oct 30, 2015 | C | 102,309 | D | — | — | Common Stock | 102,309 | 0 | I |
| Series D Preferred StockF2,F3,F4 | $0.00 | Oct 30, 2015 | C | 70,697 | D | — | — | Common Stock | 73,034 | 0 | I |
| Series D-1 Preferred StockF2,F3,F1 | $0.00 | Oct 30, 2015 | C | 47,616 | D | — | — | Common Stock | 47,616 | 0 | I |
| Series E Preferred StockF2,F3,F5 | $0.00 | Oct 30, 2015 | C | 106,326 | D | — | — | Common Stock | 1,050,936 | 0 | I |
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.
- F2Securities held of record 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"), which may be deemed to have shared voting and investment power over the shares held by ARCH Fund VI. The sole general partner of ARCH Partners VI is ARCH Venture Partners VI, LLC ("ARCH VI LLC"), which may be deemed to have shared voting and investment power over the shares held by ARCH Fund VI. ARCH Partners VI and ARCH VI LLC disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- F3The managing directors of ARCH VI LLC are Keith Crandell, Clinton Bybee and Robert Nelsen and they may be deemed to have shared voting and investment power over the shares held by ARCH Fund VI. Mr. Crandell is a member of the Issuer's Board of Directors. Messrs. Crandell, Bybee and Nelsen disclaim beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- F4In 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.
- F5In 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.