SEC Form 4 · accession 0001209191-16-144851
TUBEMOGUL INC · TUBE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ashu Garg
Director
Period of report
Oct 3, 2016
Accepted (ET)
Oct 5, 2016 · 4:00 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 StockF2 | Oct 3, 2016 | J | 390,000 | $0.00 | D | 5,848,097 | I | By Foundation Capital VI, L.P. |
| Common StockF2 | Oct 3, 2016 | J | 100,425 | $0.00 | A | 100,425 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF2 | Oct 3, 2016 | J | 100,425 | $0.00 | D | 0 | I | By Foundation Capital Management Co. VI, L.L.C. |
| Common StockF2 | Oct 3, 2016 | J | 41,366 | $0.00 | D | 0 | I | By: Foundation Capital VI Principals Fund, LLC |
| Common StockF6 | Oct 3, 2016 | J | 6,875 | $0.00 | A | 13,714 | I | By Ashu Garg and Pooja Malik Revocable Trust dated February 15, 2013 |
| Common Stock | holding | — | — | — | 11,243 | D |
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 Foundation Capital VI, L.P. effected following the close of the trading market on October 3, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
- F2Foundation Capital Management Co. VI, L.L.C. is the sole general partner of Foundation Capital VI, L.P. and sole manager of 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. The Reporting Person is a non-managing member of Foundation Capital Management Co. VI, L.L.C. The Reporting Person disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein.
- F3Represents 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 Foundation Capital VI, L.P. described in footnote (1) above.
- F4Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, L.L.C. effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
- F5Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016.
- F6The shares are held by Ashu Garg and Pooja Malik Revocable Trust dated February 15, 2013 (the "Garg Malik Trust"). Ashu Garg is a trustee of the Garg Malik Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Garg Malik Trust except to the extent of his proportionate pecuniary interest therein.