FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/19/2012 |
3. Issuer Name and Ticker or Trading Symbol
INFOBLOX INC [ BLOX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 35,796 | I | By Sequoia Capital Franchise Fund, LP(1) |
Common Stock | 4,881 | I | By Sequoia Capital Franchise Partners, LP(2) |
Common Stock | 138,080 | I | By Sequoia Capital X, LP(3) |
Common Stock | 12,311 | I | By Sequoia Capital X Principals Fund, LLC(4) |
Common Stock | 19,888 | I | By Sequoia Technology Partners X, LP(5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series C Convertible Preferred Stock | (6) | (6) | Common Stock | 4,346,174 | (6) | I | By Sequoia Capital X, LP(3) |
Series C Convertible Preferred Stock | (6) | (6) | Common Stock | 387,505 | (6) | I | By Sequoia Capital X Principals Fund, LLC(4) |
Series C Convertible Preferred Stock | (6) | (6) | Common Stock | 626,012 | (6) | I | By Sequoia Technology Partners X, LP(5) |
Series D Convertible Preferred Stock | (7) | (7) | Common Stock | 1,070,773 | (7) | I | By Sequoia Capital Franchise Fund, LP(1) |
Series D Convertible Preferred Stock | (7) | (7) | Common Stock | 146,014 | (7) | I | By Sequoia Capital Franchise Partners, LP(2) |
Series D Convertible Preferred Stock | (7) | (7) | Common Stock | 986,693 | (7) | I | By Sequoia Capital X, LP(3) |
Series D Convertible Preferred Stock | (7) | (7) | Common Stock | 87,973 | (7) | I | By Sequoia Capital X Principals Fund, LLC(4) |
Series D Convertible Preferred Stock | (7) | (7) | Common Stock | 142,121 | (7) | I | By Sequoia Technology Partners X, LP(5) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 19,243 | (8) | I | By Sequoia Capital Entrepreneurs Annex Fund, LP(9) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 694,274 | (8) | I | By Sequoia Capital Franchise Fund, LP(1) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 94,673 | (8) | I | By Sequoia Capital Franchise Partners, LP(2) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 461,849 | (8) | I | By Sequoia Capital IX, LP(10) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 1,404,354 | (8) | I | By Sequoia Capital X, LP(3) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 125,212 | (8) | I | By Sequoia Capital X Principals Fund, LLC(4) |
Series E Convertible Preferred Stock | (8) | (8) | Common Stock | 202,279 | (8) | I | By Sequoia Technology Partners X, LP(5) |
Explanation of Responses: |
1. The reporting person is a Managing Member of SCFF Management, LLC ("SCFF LLC"), the General Partner of Sequoia Capital Franchise Fund, LP ("SCFF"), and may be deemed to share voting and dispositive power with respect to the shares held by SCFF. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
2. The reporting person is a Managing Member of SCFF LLC, the General Partner of Sequoia Capital Franchise Partners, LP ("SCFP"), and may be deemed to share voting and dispositive power with respect to the shares held by SCFP. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
3. The reporting person is a Managing Member of SC X Management LLC ("SC X Management"), the General Partner of Sequoia Capital X, LP ("SC X"), and may be deemed to share voting and dispositive power with respect to the shares held by SC X. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
4. The reporting person is a Managing Member of SC X Management, the Managing Member of Sequoia Capital X Principals Fund, LLC ("SC X PF"), and may be deemed to share voting and dispositive power with respect to the shares held by SC X PF. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
5. The reporting person is a Managing Member of SC X Management, the General Partner of Sequoia Technology Partners X, LP ("STP X"), and may be deemed to share voting and dispositive power with respect to the shares held by STP X. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
6. Each share of the issuer's Series C Convertible Preferred Stock will be automatically converted into 1/3 share of the issuer's Common Stock immediately upon the closing of the issuer's sale of its Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 under the Securities Act of 1933, as amended, and has no expiration date. |
7. Each share of the issuer's Series D Convertible Preferred Stock will be automatically converted into 1/3 share of the issuer's Common Stock immediately upon the closing of the issuer's sale of its Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 under the Securities Act of 1933, as amended, and has no expiration date. |
8. Each share of the issuer's Series E Convertible Preferred Stock will be automatically converted into 1/3 share of the issuer's Common Stock immediately upon the closing of the issuer's sale of its Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 under the Securities Act of 1933, as amended, and has no expiration date. |
9. The reporting person is a Managing Member of SC IX.I Management, LLC ("SC IX.I Management"), the General Partner of Sequoia Capital Entrepreneurs Annex Fund, LP ("SC Annex"), and may be deemed to share voting and dispositive power with respect to the shares held by SC Annex. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
10. The reporting person is a Managing Member of SC IX.I Management, the General Partner of Sequoia Capital IX, LP ("SC IX"), and may be deemed to share voting and dispositive power with respect to the shares held by SC IX. The reporting person disclaims beneficial ownership of such 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 the reported securities for purposes of Section 16 or for any other purposes. |
Remarks: |
/s/ Melinda Dunn, by power of attorney for Michael Goguen | 04/19/2012 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |