ZELTIQ Aesthetics, Inc.
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Common Stock, $0.001 par value
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98933Q 108
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December 31, 2014
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CUSIP No. 98933Q 108
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1
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NAMES OF REPORTING PERSONS
Advanced Technology Ventures VII, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ (1)
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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5
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SOLE VOTING POWER
0 shares
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||
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6
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SHARED VOTING POWER
0 shares
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7
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SOLE DISPOSITIVE POWER
0 shares
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|||
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8
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SHARED DISPOSITIVE POWER
0 shares
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
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|||||
10
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CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
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2 |
CUSIP No. 98933Q 108
|
1
|
NAMES OF REPORTING PERSONS
Advanced Technology Ventures VII (B), L.P.
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ (1)
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
||
|
6
|
|
SHARED VOTING POWER
0 shares
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
0 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
3 |
CUSIP No. 98933Q 108
|
1
|
NAMES OF REPORTING PERSONS
Advanced Technology Ventures VII(C), L.P.
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ (1)
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
||
|
6
|
|
SHARED VOTING POWER
0 shares
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
0 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
4 |
CUSIP No. 98933Q 108
|
1
|
NAMES OF REPORTING PERSONS
ATV Entrepreneurs VII, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ (1)
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
||
|
6
|
|
SHARED VOTING POWER
0 shares
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
0 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
5 |
CUSIP No. 98933Q 108
|
1
|
NAMES OF REPORTING PERSONS
ATV Associates VII, L.L.C.
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|||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ☐ (b) ☒ (1)
|
|||||
3
|
SEC USE ONLY
|
|||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
|
5
|
|
SOLE VOTING POWER
0 shares
|
||
|
6
|
|
SHARED VOTING POWER
0 shares
|
|||
|
7
|
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
|
8
|
|
SHARED DISPOSITIVE POWER
0 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
|
|||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐
|
|||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
|
|||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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6 |
Item 1.
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(a)
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Name of Issuer:
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ZELTIQ Aesthetics, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices:
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4698 Willow Road, Suite 100, Pleasanton, California 94588
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Item 2.
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(a)
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Name of Person Filing:
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This Schedule 13G/A is being filed jointly by Advanced Technology Ventures VII, L.P., Advanced Technology
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Ventures VII (B), L.P., Advanced Technology Ventures VII(C), L.P., ATV Entrepreneurs VII, L.P., and ATV
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Associates VII, L.L.C. (collectively, the “ATV Entities”)
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(b)
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Address of Principal Business Office or, if none, Residence:
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The address of the principal business office of each of the ATV Entities is:
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500 Boylston Street, Suite 1380, Boston, Massachusetts 02116
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(c)
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Citizenship:
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Each of the ATV Entities is a Delaware limited partnership or limited liability company
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(d)
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Title of Class of Securities:
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Common Stock, $0.001 par value
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(e)
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CUSIP:
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98933Q 108
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Item 3.
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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:
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7 |
Item 4.
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Ownership
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ATV Entity
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Shares Held
Directly
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Sole Voting
Power
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Shared
Voting
Power
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Sole
Dispositive
Power
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Shared
Dispositive
Power
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Beneficial
Ownership
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Percentage
of Class
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||||||||||||||
Advanced Technology Ventures VII, L.P.
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0
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0
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0
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0
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0
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0
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0.0
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%
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|||||||
Advanced Technology Ventures VII (B), L.P.
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0
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0
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0
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0
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0
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0
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0.0
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%
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|||||||
Advanced Technology Ventures VII(C), L.P.
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0
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0
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0
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0
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0
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0
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0.0
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%
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|||||||
ATV Entrepreneurs VII, L.P.
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0
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0
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0
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0
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0
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0
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0.0
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%
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ATV Associates VII, L.L.C.
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0
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0
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0
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0
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0
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0
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0.0
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%
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Item 5.
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Ownership of Five Percent or Less of a Class
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
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Item 8.
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Identification and Classification of Members of the Group
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Item 9.
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Notice of Dissolution of Group
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Item 10.
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Certification
|
8 |
Advanced Technology Ventures VII, L.P. | ||
By: ATV Associates VII, L.L.C., its General Partner | ||
By: | /s/ Jean George | |
Authorized Signatory | ||
Advanced Technology Ventures VII (B), L.P. | ||
By: ATV Associates VII, L.L.C., its General Partner | ||
By: | /s/ Jean George | |
Authorized Signatory | ||
Advanced Technology Ventures VII(C), L.P. | ||
By: ATV Associates VI, L.L.C., its General Partner | ||
By: | /s/ Jean George | |
Authorized Signatory | ||
ATV Entrepreneurs VII, L.P. | ||
By: ATV Associates VII, L.L.C., its General Partner | ||
By: | /s/ Jean George | |
Authorized Signatory | ||
ATV Associates VII, L.L.C. | ||
By: | /s/ Jean George | |
Authorized Signatory |
9 |
Exhibit Number
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Exhibit Description
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1
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Joint Filing Agreement (Incorporated by reference from Exhibit 1 to Schedule 13G filed on February 14, 2013.)
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