FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MOBILEIRON, INC. [ MOBL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/22/2017 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 06/22/2017 | J(1) | 1,998,471 | D | (1) | 10,323,823 | I | See Footnote(2) | ||
Common Stock | 86,797(3) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Shares were disposed via a pro rata distribution, without consideration, of Issuer's common stock from Norwest Venture Partners X, LP ("NVP X") to its limited partners in accordance with a Rule 10b5-1 plan. |
2. The NVP X distribution resulted in a change in the form of beneficial ownership so that following the distribution (i) 765 shares are beneficially owned by the Haque Revocable Trust UA DTD 05/07/2002, of which Promod Haque is a trustee, and (ii) 764 shares are beneficially owned by Haque Family Partners, of which Mr. Haque is a partner. The remaining 10,322,294 shares are beneficially held of record by NVP X. By virtue of his position as co-Chief Executive Officer of NVP Associates, LLC, the managing member of the general partner of NVP X, Matthew D. Howard may be deemed to share voting and dispositive power with respect to such securities. Mr. Howard disclaims beneficial ownership of all securities, except to the extent of any pecuniary interest therein. |
3. Represents shares subject to the restricted stock units ("RSUs"). The RSUs will vest fully on June 14, 2018 (the "Vesting Date"), subject to the Director's Continuous Service (as defined in MobileIron's Amended and Restated 2014 Equity Incentive Plan, or, the "Plan") on the Vesting Date; provided that if the Director voluntarily resigns as a Director other than for Cause (as defined in the Plan), then the RSUs will vest as of the effective date of the resignation as to 1/365th of the RSUs multiplied by the number of full days of the Director's service between June 14, 2017 and the effective date of the resignation. In addition, in the event of a Change in Control or a Corporate Transaction (each, as defined in the Plan), any unvested portion of the RSUs will fully vest as of immediately prior to the effective time of such Change in Control or Corporate Transaction, subject to the Director's Continuous Service on the effective date of such Change of Control or Corporate Transaction. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ Matthew De Dominicis, Attorney-in-fact | 06/23/2017 | |
** 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 4 (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. |