SEC Form 4 · accession 0000899243-16-019452
MINDBODY, Inc. · MB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
BVP VII SPECIAL OPPORTUNITY FUND LP
10% Owner
Bessemer Venture Partners VII L.P.
Director · 10% Owner
Deer VII & Co. Ltd.
10% Owner
Deer VII & Co. L.P.
10% Owner
Period of report
May 5, 2016
Accepted (ET)
May 6, 2016 · 9:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001458962
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F1,F4,F5 | May 5, 2016 | C | 648,002 | $0.00 | A | 648,002 | I | See Footnotes |
| Class A Common StockF6,F4,F5 | May 5, 2016 | J | 648,002 | $0.00 | D | 0 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F1,F3,F4,F5 | — | May 5, 2016 | C | 648,002 | D | — | — | Class A Common Stock | 648,002 | 5,832,025 | I |
Explanation of responses
- F1Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
- F2Represents 207,361shares converted from Class B to Class A Common Stock by Bessemer Venture Partners VII L.P. ("BVP VII"), 90,720 shares converted by Bessemer Venture Partners VII Institutional L.P. ("BVP VII Inst") and 349,921 shares converted by BVP Special Opportunity Fund VII L.P. ("BVP VII SOF," and together with BVP VII and BVP VII Inst, the "Funds").
- F3After the conversion, 1,866,249 Class B Common shares are held by BVP VII, 816,482 Class B Common shares are held by BVP VII Inst, and 3,149,294 Class B Common shares are held by BVP VII SOF.
- F4Deer VII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer L.P."), which is the general partner of the Funds. Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.
- F5Jeremy Levine, a director of Deer Ltd., serves as the representative of the Funds, Deer Ltd., and Deer L.P., on the Issuer's board of directors.
- F6On May 5, 2016, BVP VII, BVP VII Inst, and BVP VII SOF distributed, for no consideration, 207,361, 90,720, and 349,921 shares, respectively, of Class A Common Stock (the "DIK") to their limited partners and to Deer L.P., representing each such partner's pro rata interest in the shares held by the Funds. On the same date, one or more of such limited partner(s) distributed, for no consideration, the Shares to certain of its or their members in an amount equal to each such member's or members' respective pro rata interests in the Shares. Finally, on the same date, Deer L.P. distributed, for no consideration, the Shares it received from the distributions to its members in an amount equal to each such member's pro rata interest in the Shares. All of the aforementioned distributions were made in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.