SEC Form 4 · accession 0001179110-15-008972
Marketo, Inc. · MKTO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Neeraj Agrawal
Director
Period of report
Jun 1, 2015
Accepted (ET)
Jun 3, 2015 · 1:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490660
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 1, 2015 | A | 3,671 | $0.00 | A | 16,349 | D | |
| Common StockF3,F4 | holding | — | — | — | 2,015,212 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F2,F5 | $29.28 | Jun 1, 2015 | A | 8,563 | A | — | May 31, 2025 | Common Stock | 8,563 | 8,563 | D |
Explanation of responses
- F1Represents shares of common stock that are issuable pursuant to Restricted Stock Unit ("RSU") awards. One-hundred percent (100%) of the RSUs will vest upon the earlier of (i) the 2016 annual stockholder meeting of the issuer, and (ii) one year from the grant date (June 1, 2016), subject to continued service by the reporting person on the vesting date.
- F2Securities granted automatically on the date of issuer's annual meeting of stockholders in accordance with its outside director compensation policy.
- F3The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
- F4Represents 1,995,262 shares held by Battery Ventures IX, L.P. ("Battery Ventures IX"), and 19,950 shares held by Battery Investment Partners IX, LLC ("BIP IX"). Battery Partners IX, LLC ("BPIX") is the sole general partner of Battery Ventures IX and the sole managing member of BIP IX. BPIX's investment adviser is Battery Management Corp. (together with BPIX, the "Battery Companies"). Neeraj Agrawal, Michael M. Brown, Thomas J. Crotty, Jesse Feldman, Richard D. Frisbie, Kenneth P. Lawler, R. David Tabors, Scott R. Tobin and Roger H. Lee are the managing members and officers of the Battery Companies and may be deemed to share voting and dispositive power over the shares held by Battery Ventures IX and BIP IX.
- F5One-hundred percent (100%) of the shares underlying the option will vest upon the earlier of (i) the 2016 annual stockholder meeting of the issuer, and (ii) one year from the grant date (June 1, 2016), subject to continued service by the reporting person on the vesting date.