SEC Form 4 · accession 0001209191-16-124145
TUBEMOGUL INC · TUBE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
William B Elmore
10% Owner
Paul G Koontz
10% Owner
Michael N Schuh
10% Owner
Paul R Holland
10% Owner
Warren M Weiss
10% Owner
Charles Moldow
10% Owner
Steven Vassallo
10% Owner
Period of report
May 25, 2016
Accepted (ET)
May 27, 2016 · 6:14 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 StockF8,F9 | May 25, 2016 | S | 11,291 | $12.64 | D | 0 | I | By Warren M. Weiss Trust UA dated 7/20/2005 |
| Common StockF10,F11 | May 26, 2016 | S | 6,015 | $12.51 | D | 4,440 | I | By Moldow Family Trust dated 11/11/2003 |
| Common StockF12,F13 | May 26, 2016 | S | 1,328 | $12.58 | D | 0 | I | By The Moldow 2008 Childrens Trust |
| Common StockF14,F15 | May 26, 2016 | S | 2,104 | $12.31 | D | 0 | I | By Ally L. Weiss GST Exempt Trust |
| Common StockF16,F17 | May 26, 2016 | S | 2,104 | $12.31 | D | 0 | I | By Shane T. Weiss GST Exempt Trust |
| Common StockF1 | holding | — | — | — | 6,628,097 | I | By Foundation Capital VI, L.P. | |
| Common StockF1 | holding | — | — | — | 82,732 | I | By: Foundation Capital VI Principals Fund, LLC | |
| Common StockF2 | holding | — | — | — | 9,055 | I | By Holland/Yates Family Trust dtd 7/23/1999 | |
| Common StockF3 | holding | — | — | — | 1,509 | I | By The Holland Childrens Trust | |
| Common StockF4 | holding | — | — | — | 2,370 | I | By Koontz Revocable Trust U/A/D 6/29/1998 | |
| Common StockF5 | holding | — | — | — | 4,111 | I | By Michael N. & Mary G. Schuh 1990 Family Trust | |
| Common StockF6 | holding | — | — | — | 9,261 | I | By William B. Elmore Revocable Trust | |
| Common StockF7 | holding | — | — | — | 9,331 | I | By Vassallo Family Revocable Trust dated 7/15/02 |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Foundation 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, 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.
- F10Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $12.29 to $12.60 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F11The shares are held by the Moldow Family Trust dated 11/11/2003 (the "Moldow Family Trust"). Charles Moldow is a trustee of the Moldow Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Family Trust except to the extent of his proportionate pecuniary interest therein.
- F12Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $12.38 to $12.60 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F13The shares are held by The Moldow 2008 Children's Trust (the "Moldow Children's Trust"). Charles Moldow is a trustee of the Moldow Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Children's Trust except to the extent of his proportionate pecuniary interest therein.
- F14Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $12.26 to $12.34 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F15The shares are held by the ALLY L. WEISS GST EXEMPT TRUST (the "ALLY Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the ALLY Trust except to the extent of his proportionate pecuniary interest therein.
- F16Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $12.28 to $12.33 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F17The shares are held by the SHANE T. WEISS GST EXEMPT TRUST (the "SHANE Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the SHANE Trust except to the extent of his proportionate pecuniary interest therein.
- F2The shares are held by the Holland/Yates Family Trust dtd 7/23/1999 (the "Holland Family Trust"). Paul R. Holland is a trustee of the Holland Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Family Trust except to the extent of his proportionate pecuniary interest therein.
- F3The shares are held by The Holland Children's Trust (the "Holland Children's Trust"). Paul R. Holland is a trustee of the Holland Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Children's Trust except to the extent of his proportionate pecuniary interest therein.
- F4The shares are held by the Koontz Revocable Trust U/A/D 6/29/1998 (the "Koontz Trust"). Paul G. Koontz is a trustee of the Koontz Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Koontz Trust except to the extent of his proportionate pecuniary interest therein.
- F5The shares are held by the Michael N. & Mary G. Schuh 1990 Family Trust (the "Schuh Trust"). Michael N. Schuh is a trustee of the Schuh Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Schuh Trust except to the extent of his proportionate pecuniary interest therein
- F6The shares are held by the William B. Elmore Revocable Trust (the "Elmore Trust"). William B. Elmore is a trustee of the Elmore Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Elmore Trust except to the extent of his proportionate pecuniary interest therein.
- F7The shares are held by the Vassallo Family Revocable Trust dated 7/15/02 (the "Vassallo Trust"). Steve P. Vassallo is a trustee of the Vassallo Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Vassallo Trust except to the extent of his proportionate pecuniary interest therein.
- F8Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $12.55 to $12.71 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F9The shares are held by The Warren M. Weiss Trust UA dated 7/20/2005 (the "Weiss Trust"). Warren M. Weiss is a trustee of the Weiss Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Weiss Trust except to the extent of his proportionate pecuniary interest therein.