SEC Form 4 · accession 0001127602-15-020518
Happen, Inc. · HAPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rebecca Lynn
Director
Period of report
Jun 9, 2015
Accepted (ET)
Jun 11, 2015 · 6:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001409970
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jun 9, 2015 | S | 450,000 | $16.91 | D | 28,041,504 | I | By Morgenthaler Venture Partners IX, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by Morgenthaler Venture Partners IX, L.P. ("Morgenthaler Partners") on March 6, 2015. The reporting person is a managing member of Morgenthaler Management Partners IX, LLC ("Management Partners"), which is the general partner of Morgenthaler Partners.
- F2This transaction was executed in multiple trades during the day at prices ranging from $16.43 to $17.38. The weighted-average price is reported above. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
- F3The reporting person, a Director of the issuer, is a managing member of Management Partners, which is the general partner of Morgenthaler Partners, and may be deemed to share voting and investment power over the securities held by Morgenthaler Partners. The reporting person disclaims beneficial ownership over such securities except to the extent of her 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 purposes.