SEC Form 4 · accession 0001209191-15-079695
NEW RELIC, INC. · NEWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Ajay Chopra
10% Owner
Lawrence K Orr
10% Owner
Augustus O Tai
10% Owner
Noel J Fenton
10% Owner
Fred Wang
10% Owner
TRINITY VENTURES IX L P
10% Owner
Trinity IX Entrepreneurs Fund LP
10% Owner
Trinity TVL IX, LLC
10% Owner
Trinity IX Side-By-Side Fund, L.P.
10% Owner
Patricia Nakache
10% Owner
Period of report
Nov 9, 2015
Accepted (ET)
Nov 12, 2015 · 4:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001448056
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F4 | Nov 9, 2015 | J | 4,248 | $0.00 | D | 80,730 | I | Trinity IX Entrepreneurs' Fund, L.P. |
| Common StockF4,F5 | Nov 9, 2015 | J | 3,225 | $0.00 | D | 61,288 | I | Trinity IX Side-By-Side Fund, L.P. |
| Common StockF4,F6 | Nov 9, 2015 | J | 271,711 | $0.00 | D | 5,162,521 | I | Trinity Ventures IX, L.P. |
| Common StockF4,F7 | Nov 9, 2015 | J | 56,516 | $0.00 | A | 56,516 | I | Trinity TVL IX, LLC |
| Common StockF4,F7 | Nov 9, 2015 | J | 56,516 | $0.00 | D | 0 | I | Trinity TVL IX, LLC |
| Common StockF9 | Nov 9, 2015 | J | 10,102 | $0.00 | A | 10,102 | I | By Trust |
| Common StockF10 | Nov 9, 2015 | J | 10,017 | $0.00 | A | 10,017 | I | By Trust |
| Common StockF11 | Nov 9, 2015 | J | 9,780 | $0.00 | A | 9,780 | I | By Trust |
| Common StockF12 | Nov 9, 2015 | J | 5,753 | $0.00 | A | 5,753 | I | By Trust |
| Common StockF13 | Nov 9, 2015 | J | 5,545 | $0.00 | A | 5,545 | I | By Trust |
| Common StockF14 | Nov 9, 2015 | J | 3,737 | $0.00 | A | 3,737 | I | By Trust |
| Common StockF15 | Nov 9, 2015 | J | 22 | $0.00 | A | 22 | I | TVL Management Corp. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents a pro-rata in-kind distribution of Common Stock of the Issuer by the partnerships without consideration to their respective limited partners and, in the case of Trinity IX, its general partner.
- F10Represents a pro rata distribution to a family trust (the "Wang Trust"). Mr. Wang is a management member of Trinity TVL IX and the Wang Trust is a limited partner of Trinity SBS IX. Mr. Wang is the trustee of the Wang Trust and may be deemed to beneficially own the shares held by the Wang Trust.
- F11Represents a pro rata distribution to a family trust (the "Orr Trust"). Mr. Orr is a management member of Trinity TVL IX and the Orr Trust is a limited partner of Trinity SBS IX. Mr. Orr is the trustee of the Orr Trust and may be deemed to beneficially own the shares held by the Orr Trust.
- F12Represents a pro rata distribution to a family trust (the "Fenton Trust"). Mr. Fenton is a management member of Trinity TVL IX and the Fenton Trust is a limited partner of Trinity SBS IX. Mr. Fenton is the trustee of the Fenton Trust and may be deemed to beneficially own the shares held by the Fenton Trust.
- F13Represents a pro rata distribution to a family trust (the "Nakache Trust"). Ms. Nakache is a management member of Trinity TVL IX and the Nakache Trust is a limited partner of Trinity SBS IX. Ms. Nakache is the trustee of the Nakache Trust and may be deemed to beneficially own the shares held by the Nakache Trust.
- F14Represents a pro rata distribution to a family trust (the "Chopra Trust"). Mr. Chopra is a management member of Trinity TVL IX and the Chopra Trust is a limited partner of Trinity SBS IX. Mr. Chopra is the trustee of the Chopra Trust and may be deemed to beneficially own the shares held by the Chopra Trust.
- F15Represents a pro rata distribution to TVL Management from Trinity TVL IX. TVL Management is a member of Trinity TVL IX.
- F2Transaction pursuant to a 10b5-1 Plan dated September 9, 2015.
- F3The shares are owned by Trinity IX Entrepreneurs' Fund, L.P. ("TEF IX") which is under common control with Trinity IX Side-By-Side Fund, L.P. ("Trinity SBS IX") and Trinity Ventures IX, L.P. ("Trinity IX"). Trinity TVL IX, LLC ("Trinity TVL IX") serves as the sole general partner of TEF IX, Trinity SBS IX and Trinity IX. As such, Trinity TVL IX possesses sole voting and investment control over the shares owned by TEF IX, Trinity SBS IX and Trinity IX, and may be deemed to have indirect beneficial ownership of the securities held by TEF IX, Trinity SBS IX and Trinity IX. Trinity TVL IX, however, owns no shares of the Issuer directly. Messrs. Chopra, Fenton, Orr, Tai and Wang and Ms. Nakache serve as Management Members of Trinity TVL IX and serve as officers of Trinity TVL Management Corp. ("TVL Management") and share voting and dispositive power over the shares held by TEF IX, Trinity SBS IX and Trinity IX.
- F4Each Reporting Person disclaims beneficial ownership of the shares held by TEF IX, Trinity SBS IX, Trinity IX, Trinity TVL IX and TVL Management except to the extent of his, her or its proportionate pecuniary interest therein.
- F5The shares are owned by Trinity SBS IX.
- F6The shares are owned by Trinity IX.
- F7The shares are owned by Trinity TVL IX.
- F8Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Trinity TVL IX without consideration to its members.
- F9Represents a pro rata distribution to a family trust (the "Tai Trust"). Mr. Tai is a management member of Trinity TVL IX and the Tai Trust is a limited partner of Trinity SBS IX. Mr. Tai is the trustee of the Tai Trust and may be deemed to beneficially own the shares held by the Tai Trust.
Remarks
See Form 4 for TVL Management Corp. for additional members of this joint filing.