-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AaCmvRTa+yHf+K+71SbVqKCd/OPTXPt7RVk0zzHlcNskQV3Y4uMzjSt3G7ioYn41 ncdd42ZgFHP0JX1LOKWHsQ== 0000950134-06-002935.txt : 20060214 0000950134-06-002935.hdr.sgml : 20060214 20060214151635 ACCESSION NUMBER: 0000950134-06-002935 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060214 DATE AS OF CHANGE: 20060214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Ouellet Martin A CENTRAL INDEX KEY: 0001353310 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: BUSINESS PHONE: 415-538-9068 MAIL ADDRESS: STREET 1: C/O TALEO CORPORATION STREET 2: 575 MARKET STREET, 8TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TALEO CORP CENTRAL INDEX KEY: 0001134203 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81059 FILM NUMBER: 06613836 BUSINESS ADDRESS: STREET 1: 575 MARKET STREET STREET 2: 8TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 4155389068 MAIL ADDRESS: STREET 1: 575 MARKET STREET STREET 2: 8TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: RECRUITSOFT INC DATE OF NAME CHANGE: 20010209 SC 13G 1 f17345mosc13g.htm SCHEDULE 13G sc13g
 

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. ____)*

Taleo Corporation
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
87424N 10 4
(CUSIP Number)
December 31, 2005
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     o Rule 13d-1(b)

     o Rule 13d-1(c)

     þ Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 
 

Page 1 of 5 pages


 

                     
CUSIP No.
 
87424N 10 4 

 

           
1   NAMES OF REPORTING PERSONS:
Martin Ouellet
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 
   
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):

  (a)   o
  (b)   o
     
3   SEC USE ONLY:
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Canada
       
  5   SOLE VOTING POWER:
     
NUMBER OF   1,095,347 *
       
SHARES 6   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   0
       
EACH 7   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   1,095,347 *
       
WITH: 8   SHARED DISPOSITIVE POWER:
     
    0
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  1,095,347 *
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
   
  5.8% **
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN
 
*   Includes 962,118 shares of Class B Common Stock which are associated with, and redeemed upon exchange of, exchangeable shares of our subsidiary, 9090-5415 Quebec Inc., which are exchangeable into 962,118 shares of Class A Common Stock and 133,229 shares of Class A Common Stock issuable upon exercise of options to purchase Class A Common Stock that are exercisable within 60 days of December 31, 2005.
**   Based on a total of 18,755,071 shares of Class A Common Stock outstanding of December 31, 2005. Does not include 4,038,287 shares of the Company’s Class B Common Stock outstanding as of December 31, 2005, which Class B Common shares are redeemable upon the exchange of the exchangeable shares of our subsidiary, 9090-5415 Quebec Inc., into 4,038,287 shares of Class A Common Stock.

Page 2 of 5 pages


 

Item 1.    
  (a)   Name of Issuer
 
      Taleo Corporation
 
  (b)   Address of Issuer’s Principal Executive Offices
 
      575 Market Street, 8th Floor, San Francisco, CA 94105
Item 2.    
  (a)   Name of Person Filing
 
      Martin Ouellet
 
  (b)   Address of Principal Business Office or, if none, Residence
 
      575 Market Street, 8th Floor, San Francisco, CA 94105
 
  (c)   Citizenship
 
      Canada
 
  (d)   Title of Class of Securities
 
      Class A and B Common Stock
 
  (e)   CUSIP Number
 
      87424N 10 4
Item 3.   If this statement is filed pursuant to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is a:
  (a)   o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
 
  (b)   o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
 
  (c)   o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
  (d)   o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
 
  (e)   o An investment adviser in accordance with §240.13d-l(b)(l)(ii)(E);
 
  (f)   o An employee benefit plan or endowment fund in accordance with §240.13d-l(b)(l)(ii)(F);
 
  (g)   o A parent holding company or control person in accordance with § 240.13d-l(b)(l)(ii)(G);
 
  (h)   o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
  (i)   o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
 
  (j)   o Group, in accordance with §240. 13d-l(b)(l)(ii)(J).

Page 3 of 5 pages


 

Item 4.   Ownership.
     Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
  (a)   Amount beneficially owned: 1,095,347 *.
 
  (b)   Percent of class: 5.8% **.
 
  (c)   Number of shares as to which the person has:
  (i)   Sole power to vote or to direct the vote 1,095,347 *.
 
  (ii)   Shared power to vote or to direct the vote 0 .
 
  (iii)   Sole power to dispose or to direct the disposition of 1,095,347 *.
 
  (iv)   Shared power to dispose or to direct the disposition of 0 .
  *   Includes 962,118 shares of Class B Common Stock which are associated with, and redeemed upon exchange of, exchangeable shares of our subsidiary, 9090-5415 Quebec Inc., which are exchangeable into 962,118 shares of Class A Common Stock and 133,229 shares of Class A Common Stock issuable upon exercise of options to purchase Class A Common Stock that are exercisable within 60 days of December 31, 2005.
 
  **   Based on a total of 18,755,071 shares of Class A Common Stock outstanding of December 31, 2005. Does not include 4,038,287 shares of the Company’s Class B Common Stock outstanding as of December 31, 2005, which Class B Common shares are redeemable upon the exchange of the exchangeable shares of our subsidiary, 9090-5415 Quebec Inc., into 4,038,287 shares of Class A Common Stock.
Item 5.   Ownership of Five Percent or Less of a Class
 
    Not applicable.
 
Item 6.   Ownership of More than Five Percent on Behalf of Another Person.
 
    Not applicable.
 
Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
 
    Not applicable.
 
Item 8.   Identification and Classification of Members of the Group
 
    Not applicable.
 
Item 9.   Notice of Dissolution of Group
 
    Not applicable.

Page 4 of 5 pages


 

Item 10.   Certification
  (a)   The following certification shall be included if the statement is filed pursuant to §240.1 3d- l(b):
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
  (b)   The following certification shall be included if the statement is filed pursuant to §240.13d- l(c):
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
     
 
  February 14, 2006
 
   
 
  Date
 
   
 
  /s/ Martin Ouellet
 
   
 
  Signature
 
   
 
  Martin Ouellet
 
   
 
  Name/Title
     The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.
     Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

Page 5 of 5 pages

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