SEC Form 4 · accession 0001209191-15-086986

TUBEMOGUL INC · TUBE

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

Reporting owner

Ajay Chopra

Director · 10% Owner

Period of report

Dec 22, 2015

Accepted (ET)

Dec 24, 2015 · 11:56 am EST

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 Stock^F3,F4	Dec 22, 2015	J	292,250	$0.00	D	5,552,749	I	By Trinity Ventures X, L.P.
Common Stock^F3,F4	Dec 22, 2015	J	2,826	$0.00	D	53,696	I	By Trinity X Entrepreneurs' Fund, L.P.
Common Stock^F3,F4	Dec 22, 2015	J	1,655	$0.00	D	31,444	I	By Trinity X Side-By-Side Fund, L.P.
Common Stock^F7	Dec 22, 2015	J	60,788	$0.00	A	60,788	I	By Trinity TVL X, LLC
Common Stock^F7	Dec 22, 2015	J	60,788	$0.00	D	0	I	By Trinity TVL X, LLC
Common Stock^F4,F9	Dec 22, 2015	J	2,308	$0.00	A	2,308	I	By TVL Management Corporation
Common Stock^F4,F10	Dec 22, 2015	J	8,400	$0.00	A	8,400	I	By Chopra/Banerjee Revocable Trust

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 Trinity Ventures X, L.P. without consideration to its limited partners and its general partner, Trinity TVL X, LLC.
F10The shares are held by the Chopra/Banerjee Revocable Trust (the "Chopra Family Trust"). Mr. Chopra is a trustee of the Chopra Family Trust. Mr. Chopra disclaims beneficial ownership of the shares held by the Chopra Family Trust except to the extent of his proportionate pecuniary interest therein.
F2The transactions being reported were effected pursuant to a rule 10b5-1 plan adopted on September 14, 2015.
F3Trinity TVL X, LLC is the general partner of Trinity Ventures X, L.P., Trinity X Side-By-Side Fund, L.P. and Trinity X Entrepreneurs' Fund, L.P. and has sole voting and investment power with respect to the shares held by Trinity Ventures X, L.P., Trinity X Side-By-Side Fund, L.P. and Trinity X Entrepreneurs' Fund, L.P.
F4Mr. Chopra is a management member of Trinity TVL X, LLC, and may be deemed to share voting and investment power over the shares owned by Trinity Ventures X, L.P., Trinity X Side-By-Side Fund, L.P. and Trinity X Entrepreneurs' Fund, L.P. Mr. Chopra serves as an officer of Trinity TVL Management Corporation. Mr. Chopra disclaims beneficial ownership of the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
F5Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Trinity X Entrepreneurs' Fund, L.P. without consideration to its limited partners.
F6Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Trinity X Side-By-Side Fund, L.P. without consideration to its limited partners.
F7Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by Trinity Ventures X, L.P. described in footnote 1.
F8Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Trinity TVL X, LLC without consideration to its members.
F9The shares are held by Trinity TVL Management Corporation.