0001193125-13-074393.txt : 20130225 0001193125-13-074393.hdr.sgml : 20130225 20130225172601 ACCESSION NUMBER: 0001193125-13-074393 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130225 DATE AS OF CHANGE: 20130225 GROUP MEMBERS: DANIEL H MILLER GROUP MEMBERS: RODA GROUP INVESTMENT FUND XIX, LLC GROUP MEMBERS: RODA GROUP INVESTMENT FUND XV, LLC GROUP MEMBERS: RODA GROUP INVESTMENT FUND XVII, LLC GROUP MEMBERS: RODA GROUP INVESTMENT FUND XVIII, LLC GROUP MEMBERS: RODA GROUP INVESTMENT FUND XX, LLC GROUP MEMBERS: RODA GROUP VENTURE DEVELOPMENT COMPANY, LLC GROUP MEMBERS: ROGER A STRAUCH FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RODA GROUP INVESTMENT FUND XIV LLC CENTRAL INDEX KEY: 0001203453 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 918 PARKER STREET STREET 2: SUITE A14 CITY: BERKELEY STATE: CA ZIP: 947102526 BUSINESS PHONE: 5106491900 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SOLAZYME INC CENTRAL INDEX KEY: 0001311230 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 331077078 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86676 FILM NUMBER: 13640161 BUSINESS ADDRESS: STREET 1: 225 GATEWAY BLVD. CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-780-4777 MAIL ADDRESS: STREET 1: 225 GATEWAY BLVD. CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 SC 13D/A 1 d491110dsc13da.htm SC 13D/A SC 13D/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

SOLAZYME, INC.

(Name of Issuer)

COMMON STOCK, PAR VALUE $0.001 PER SHARE

(Title of Class of Securities)

83415T 101

(CUSIP Number)

Daniel H. Miller

The Roda Group

918 Parker Street

Berkeley, California 94710

(510) 649-1900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

February 13, 2013

(Date of Event, which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box  ¨.

 

 

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 to whom copies are to be sent.

 

 

 

* 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 disclosures provided in a prior cover page.

The Information required on 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).

 

 

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XIV LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

2,682,451

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

2,682,451

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,682,451

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

4.41%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XV, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

46,626

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

46,626

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

46,626

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.08%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XVII, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

604,682

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

604,682

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

604,682

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.99%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XVIII, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

1,214,667

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

1,214,667

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,214,667

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

2.00%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XIX, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

581,850

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

581,850

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

581,850

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.96%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP INVESTMENT FUND XX, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

303,232

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

303,232

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

303,232

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.50%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

THE RODA GROUP VENTURE DEVELOPMENT COMPANY, LLC

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

20,842

     8.   

SHARED VOTING POWER

 

0

     9.   

SOLE DISPOSITIVE POWER

 

20,842

   10.   

SHARED DISPOSITIVE POWER

 

0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

20,842

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

0.03%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

DANIEL H MILLER

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

1,633,007

     8.   

SHARED VOTING POWER

 

5,492,925

     9.   

SOLE DISPOSITIVE POWER

 

1,633,007

   10.   

SHARED DISPOSITIVE POWER

 

5,492,925

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,125,932

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

11.71%

14.  

TYPE OF REPORTING PERSON

 

OO

 


CUSIP No. 83415T 101  

 

  1.   

NAMES OF REPORTING PERSONS

 

ROGER A STRAUCH

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ¨        (b)  x

 

  3.  

SEC USE ONLY

 

  4.  

SOURCE OF FUNDS

 

OO

  5.  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e) or 2(f)  ¨

 

  6.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7.    

SOLE VOTING POWER

 

1,730,952

     8.   

SHARED VOTING POWER

 

6,145,882

     9.   

SOLE DISPOSITIVE POWER

 

1,730,952

   10.   

SHARED DISPOSITIVE POWER

 

6,145,882

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,876,474

12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  ¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

12.94%

14.  

TYPE OF REPORTING PERSON

 

OO

 


Explanatory Note

This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) amends the statement on Schedule 13D which was originally filed by the Reporting Persons with the Securities and Exchange Commission (the “Commission”) on February 14, 2012 (collectively, the “Statement”), with respect to the Common Stock, par value $0.001 per share (the “Shares”), of Solazyme, Inc. This Amendment No. 1 amends the Statement as specifically set forth herein. Unless otherwise indicated herein, each capitalized term used but not otherwise defined herein shall have the meaning assigned to such term in the Statement.

 

Item 5. Interest in Securities of the Issuer.

Item 5 shall be amended and restated in its entirety:

(a) As of the date hereof, (i) Roda XIV directly owns 2,682,451 Shares, representing approximately 4.41% of the Shares outstanding, (ii) Roda XV owns 49,626 Shares, representing approximately 0.08% of the Shares outstanding, (iii) Roda XVII owns 604,682 Shares, representing approximately 0.99% of the Shares outstanding, (iv) Roda XVIII owns 1,214,667 Shares, representing approximately 2.00% of Shares outstanding, (v) Roda XIX owns 581,850 Shares, representing approximately 0.96% of the Shares outstanding, (vi) Roda XX owns 303,232 Shares, representing approximately 0.50% of the Shares outstanding, and (vii) Roda VDC owns 20,842 Shares, representing approximately 0.03% of the Shares outstanding (collectively, the “Roda Shares”).

Daniel H. Miller, in his capacity as managing member, may be deemed to have indirect beneficial ownership of the Roda Shares. In addition, Mr. Miller may be deemed to have direct beneficial ownership of 1,608,007 Shares, representing 2.64% of the Shares outstanding, held by the Daniel H. Miller Revocable Trust. Mr. Miller directly owns 25,000 Shares, representing 0.04% of the Shares outstanding. Mr. Miller also may be deemed to have indirect beneficial ownership of 35,575 Shares, representing 0.06% of the Shares outstanding, held by The Strauch 1994 Grandchildren’s Trust II.

Roger Strauch, in his capacity as managing member, may be deemed to have indirect beneficial ownership of the Roda Shares. In addition, Mr. Strauch may be deemed to have direct beneficial ownership of 1,381,817 Shares, representing 2.27% of the Shares outstanding, held by the The Strauch Kulhanjian Family Trust. Mr. Stauch directly owns 348,775 Shares, representing 0.57% of the Shares outstanding. Mr. Strauch may also be deemed to have indirect beneficial ownership of (i) 304,980 Shares, representing 0.50% of the Shares outstanding, held by The Strauch Kulhanjian 2007 Irrevocable Children’s Trust, (ii) 78,516 Shares, representing 0.13% of the Shares outstanding, held by The DCM Educational Trust, (iii) 62,518 Shares, representing 0.10% of the Shares outstanding, held by The Emmeline Maeve McPherson Miller Trust, (iv) 62,518 Shares, representing 0.10% of the Shares outstanding, held by The Cooper Odgen Miller Trust, (v) 60,000 Shares, representing 0.10% of the Shares outstanding, held by The Paul Kulhanjian Strauch 2007 Irrevocable Trust, (vi) 60,000 Shares, representing 0.10% of the Shares outstanding, held by The Nairi Susan Kulhanjian Strauch 2007 Irrevocable Trust, and (vii) 60,000 Shares, representing 0.10% of the Shares outstanding, held by The Alexan Kulhanjian Strauch 2007 Irrevocable Trust.

(b) With respect to the Shares reported herein, each of Roda XIV, Roda XV, Roda XVII, Roda XVIII, Roda XIX, Roda XX and Roda VDC may be deemed to have sole voting and dispositive power to direct the vote and disposition of the Shares, which such Reporting Person may be deemed to beneficially own as set forth above.

With respect to the Shares reported herein, Daniel H. Miller may be deemed to have shared voting and dispositive power to direct the vote and disposition of the Roda Shares. Mr. Miller may be deemed to have sole voting and dispositive power to direct the vote and disposition of the Shares, which such Reporting Person may be deemed to have indirect beneficial ownership as set forth above. Mr. Miller has sole voting and dispositive power to direct the vote and disposition of the Shares that Mr. Miller holds directly.

With respect to the Shares reported herein, Roger A. Strauch may be deemed to have shared voting and dispositive power to direct the vote and disposition of the Roda Shares. Mr. Miller may be deemed to have sole voting and dispositive power to direct the vote and disposition of the Shares, which such Reporting Person may be deemed to have indirect beneficial ownership as set forth above. Mr. Strauch has sole voting and dispositive power to direct the vote and disposition of the Shares that Mr. Strauch holds directly.


Neither the filing of this Statement nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the Share referred to herein for the purposes of Section 13(d) of the Securities Exchange Act of 1934, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person.

(c) On February 28, 2012, Roda XIV, Roda XV, Roda XVII, Roda XVIII, Roda XIX and Roda XX effected distributions of 670,613, 12,407, 151,170, 303,666, 145,463 and 75,809 Shares, respectively, to their various members. No additional consideration was paid by the members. The members receiving Shares from the distribution included persons affiliated with the Reporting Persons.

On May 18, 2012, Roda XIV, Roda XV, Roda XVII, Roda XVIII, Roda XIX and Roda XX effected distributions of 670,613, 12,407, 151,170, 303,666, 145,463 and 75,809 Shares, respectively, to their various members. No additional consideration was paid by the members. The members receiving Shares from the distribution included persons affiliated with the Reporting Persons.

On June 25, 2012, The Daniel H. Miller Revocable Trust sold 2,500 Shares, 2,500 Shares, 2,500 Shares and 2,000 Shares for $13.49, $13.4311, $13.5221 and $13.40 per Share, respectively, pursuant to an existing 10b5-1 plan in an open-market transaction.

On July 2, 2012, The Daniel H. Miller Revocable Trust sold 2,500 Shares, 2,500 Shares, 2,500 Shares and 2,000 Shares for $13.91, $13.90, $13.91 and $13.90 per Share, respectively, pursuant to an existing 10b5-1 plan in an open-market transaction.

On August 1, 2012, The Daniel H. Miller Revocable Trust sold 9,500 Shares for a weighted average price of $13.6949 per Share pursuant to an existing 10b5-1 plan in an open-market transaction.

On August 28, 2012, Roda XIV, Roda XV, Roda XVII, Roda XVIII, Roda XIX and Roda XX effected distributions of 670,613, 12,407, 151,170, 303,666, 145,463 and 75,809 Shares, respectively, to their various members. No additional consideration was paid by the members. The members receiving Shares from the distribution included persons affiliated with the Reporting Persons.

On September 4, 2012, The Daniel H. Miller Revocable Trust sold 9,166 Shares and 344 Shares for $11.7276 and $12.00 per Share, respectively, pursuant to an existing 10b5-1 plan in an open-market transaction.

On October 1, 2012, The Daniel H. Miller Revocable Trust sold 9,500 Shares for a weighted average price of $11.4138 per Share pursuant to an existing 10b5-1 plan in an open-market transaction.

On November 7, 2012, Roger A. Strauch purchased 5,000 Shares for a weighted average price of $7.5961per Share in an open-market transaction.

On November 29, 2012, The Stauch Kulhanjian Family Trust purchased 11,578 Shares for a weighted average price of $7.4946 per Share in an open-market transaction.

On December 14, 2012, The Daniel H. Miller Revocable Trust sold 19,000 Shares for a price of $9.30 per Share pursuant to an existing 10b5-1 plan in an open-market transaction.

On January 7, 2013, Roda XIV, Roda XV, Roda XVII, Roda XVIII, Roda XIX and Roda XX effected distributions of 670,613, 12,407, 151,170, 303,666, 145,463, and 75,809 Shares, respectively, to their various members. No additional consideration was paid by the members. The members receiving Shares from the distribution included persons affiliated with the Reporting Persons.

On January 25, 2013, The Stauch Kulhanjian Family Trust purchased 5,000 Shares for a weighted average price of $7.4566 per Share in an open-market transaction.

On February 13, 2013, The Daniel H. Miller Revocable Trust sold 19,000 Shares for $9.00 per Share pursuant to an existing 10b5-1 plan in an open-market transaction.

 

2


(d) Not applicable.

(e) Not applicable.

 

3


SIGNATURES

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.

Dated: February 25, 2013

 

THE RODA GROUP INVESTMENT FUND XIV LLC

By:

 

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP INVESTMENT FUND XV, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP INVESTMENT FUND XVII, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP INVESTMENT FUND XVIII, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP INVESTMENT FUND XIX, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP INVESTMENT FUND XX, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member
THE RODA GROUP VENTURE DEVELOPMENT COMPANY, LLC
By:  

 /s/ Daniel H. Miller

Its:   Managing Member


 /s/ Daniel H. Miller

Daniel H. Miller

 /s/ Roger A. Strauch

Roger A. Strauch