SEC Form 4 · accession 0001239242-15-000012

CASTLIGHT HEALTH, INC. · CSLT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Bryan E Roberts

Director · 10% Owner

Period of report

Nov 12, 2015

Accepted (ET)

Nov 16, 2015 · 7:34 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001433714

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class B Common Stock^F1	Nov 12, 2015	P	22,061	$3.85	A	1,028,061	I	By Funds
Class B Common Stock^F2	Nov 13, 2015	P	56,242	$3.85	A	1,084,303	I	By Funds
Class B Common Stock^F3	Nov 16, 2015	P	51,127	$3.84	A	1,135,430	I	By Funds
Class B Common Stock^F4	holding	—	—		—	12,500	D

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1Venrock Associates V, L.P. ("VA5") holds an aggregate of 927,654 shares, Venrock Partners V, L.P. ("VP5") holds an aggregate of 78,587 shares and Venrock Entrepreneurs Fund V, L.P. ("VEF5") holds an aggregate of 21,820 shares. Venrock Management V, LLC, VEF Management V, LLC and Venrock Partners Management V, LLC (collectively, the "Venrock GP Entities") are the sole general partners of VA5, VEF5 and VP5 (collectively, the "Funds"), respectively, and may be deemed to beneficially own these shares. Dr. Roberts is a member of the Venrock GP Entities and may be deemed to beneficially own these shares. Dr. Roberts and the Venrock GP Entities expressly disclaim beneficial ownership over these shares except to the extent of their indirect pecuniary interests therein.
F2VA5 holds an aggregate of 978,403 shares, VP5 holds an aggregate of 82,886 shares and VEF5 holds an aggregate of 23,014 shares. The Venrock GP Entities are the sole general partners of VA5, VEF5 and VP5, respectively, and may be deemed to beneficially own these shares. Dr. Roberts is a member of the Venrock GP Entities and may be deemed to beneficially own these shares. Dr. Roberts and the Venrock GP Entities expressly disclaim beneficial ownership over these shares except to the extent of their indirect pecuniary interests therein.
F3VA5 holds an aggregate of 1,024,499 shares, VP5 holds an aggregate of 86,860 shares and VEF5 holds an aggregate of 24,071 shares. The Venrock GP Entities are the sole general partners of VA5, VEF5 and VP5, respectively, and may be deemed to beneficially own these shares. Dr. Roberts is a member of the Venrock GP Entities and may be deemed to beneficially own these shares. Dr. Roberts and the Venrock GP Entities expressly disclaim beneficial ownership over these shares except to the extent of their indirect pecuniary interests therein.
F4The reporting person is a member of VR Management, LLC (the "Management Company"). Under an agreement between the reporting person and the Management Company, the reporting person is deemed to hold the reported shares for the sole benefit of the Management Company and must exercise the reported shares solely upon the direction of the Management Company, which is entitled to the shares. The Management Company may be deemed the indirect beneficial owner of the reported shares, and the reporting person may be deemed the indirect beneficial owner of the reported shares through his interest in the Management Company. The reporting person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein.