SEC Form 4 · accession 0001209191-15-055501
TUBEMOGUL INC · TUBE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ashu Garg
Director
Period of report
Jun 18, 2015
Accepted (ET)
Jun 22, 2015 · 8:20 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001449278
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 18, 2015 | A | 3,174 | $0.00 | A | 3,174 | D | |
| Common StockF2 | holding | — | — | — | 7,408,097 | I | Foundation Capital VI, L.P. | |
| Common StockF2 | holding | — | — | — | 82,732 | I | Foundation Capital VI Principals Fund, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F3 | $15.37 | Jun 18, 2015 | A | 5,679 | A | — | — | Common Stock | 5,679 | 5,679 | D |
Explanation of responses
- F1Each share of common stock is represented by a Restricted Stock Unit ("RSU"). 100% of the shares subject to the RSU vest upon the earlier of (1) the day prior to the next year's annual meeting of stockholders, or (ii) one year from the date of grant, subject to continued service as a director through the applicable vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
- F2Foundation Capital Management Co. VI, LLC is the sole manager of Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC and has sole voting and investment power with respect to the shares held by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. William B. Elmore, Paul G. Koontz, Michael N. Schuh, Paul R. Holland, Richard A. Redelfs, Steve P. Vassallo, Charles P. Moldow and Warren M. Weiss are managing members of Foundation Capital Management Co. VI, LLC, and may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managing members of Foundation Capital Management Co. VI, LLC disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his or her pecuniary interest therein.
- F3The stock options shall vest to 100% of the shares at the earlier of (i) the day prior to next year's annual meeting of stockholders, or (ii) one year from the date of grant, subject to continued service as a director through the applicable vesting date.