SEC Form 4 · accession 0000899243-16-032878
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
Nov 3, 2016
Accepted (ET)
Nov 7, 2016 · 9:00 pm EST
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,F3,F4 | Nov 3, 2016 | C | 87,400 | $0.00 | A | 87,400 | I | See Footnotes |
| Class A Common StockF2,F5,F3,F4 | Nov 3, 2016 | S | 87,400 | $20.03 | D | 0 | I | See Footnotes |
| Class A Common StockF7,F1,F3,F4 | Nov 7, 2016 | C | 54,800 | $0.00 | A | 54,800 | I | See Footnotes |
| Class A Common StockF7,F5,F3,F4 | Nov 7, 2016 | S | 54,800 | $20.00 | 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,F6,F3,F4 | — | Nov 3, 2016 | C | 87,400 | D | — | — | Class A Common Stock | 87,400 | 3,501,623 | I |
| Class B Common StockF7,F1,F8,F3,F4 | — | Nov 7, 2016 | C | 54,800 | D | — | — | Class A Common Stock | 54,800 | 3,446,823 | 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.
- F2On November 3, 2016, Bessemer Venture Partners VII L.P. ("BVP VII") sold 27,968 shares of Class A Common Stock, Bessemer Venture Partners VII Institutional L.P. ("BVP VII Inst") sold 12,236 shares of Class A Common Stock, and BVP VII Special Opportunity Fund L.P. ("BVP VII SOF," and together with BVP VII and BVP VII Inst, the "Funds") sold 47,196 shares of Class A Common Stock at a sale price of $20.03.
- F3Deer VII & Co. Ltd. ("Deer VII Ltd") is the general partner of Deer VII & Co. L.P. ("Deer VII LP" and, together with the Funds and Deer VII Ltd, the "Bessemer Entities"), which is the general partner of each of the Funds. Each of Deer VII Ltd and Deer VII LP disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer VII Ltd or Deer VII LP is the beneficial owner of such securities, except to the extent of its pecuniary interests therein, if any, by virtue of its direct and indirect general partner interests in the Funds.
- F4Jeremy Levine, a director of Deer VII Ltd, serves as the representative of the Bessemer Entities on the Issuer's board of directors.
- F5The shares were sold in a single execution, which took place at the price indicated above. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding such execution.
- F6After the reported transaction, BVP VII owned 1,120,520 shares of Class B Common Stock, BVP VII Inst owned 490,226 shares of Class B Common Stock, and BVP VII SOF owned 1,890,877 shares of Class B Common Stock.
- F7On November 7, 2016, BVP VII sold 17,536 shares of Class A Common Stock, BVP VII Inst sold 7,672 shares of Class A Common Stock, and BVP VII SOF sold 29,592 shares of Class A Common Stock at a sale price of $20.00.
- F8After the reported transaction, BVP VII owned 1,102,984 shares of Class B Common Stock, BVP VII Inst owned 482,554 shares of Class B Common Stock, and BVP VII SOF owned 1,861,285 shares of Class B Common Stock.