-----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, LKEejwUFqqQ2Wg+gPOAF2V7UyhCNTH286Z4SI5ukCx3ZQCoZT1kJaGMYk1b5oU2r z6qls4JD5Wx7wS9h8/KGhA== 0001104659-02-000216.txt : 20020414 0001104659-02-000216.hdr.sgml : 20020414 ACCESSION NUMBER: 0001104659-02-000216 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SPECTRALINK CORP CENTRAL INDEX KEY: 0000894268 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 841141188 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-48227 FILM NUMBER: 02532674 BUSINESS ADDRESS: STREET 1: 5755 CENTRAL AVENUE STREET 2: SUITE 202E CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 3034405330 MAIL ADDRESS: STREET 1: 5755 CENTRAL AVENUE STREET 2: SUITE 202E CITY: BOULDER STATE: CO ZIP: 80301 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TECHNOLOGY VENTURE INVESTORS 4 LP CENTRAL INDEX KEY: 0001030970 IRS NUMBER: 983088804 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 2480 SAND HILL RD STREET 2: STE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 4158547472 MAIL ADDRESS: STREET 1: 2480 SAND HILL RD STREET 2: STE 101 CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G/A 1 j2738_sc13ga.htm SC 13G/A Schedule 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13G
(Rule 13d-102)

 

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No.
 3)*

 

SpectraLink Corporation

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

84758010

(CUSIP Number)

 

December 31, 2001

(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)

ý

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).


 

 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Technology Venture Investors —  3, L.P. (“TVI-3”)

 Tax ID Number:                        94-2944879

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
TVI Management — 3, L.P. (“TVIM-3”)
 Tax ID Number:                        94-2944878

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Technology Venture Investors — 4, L.P. (“TVI-4”)
 Tax ID Number:                        94-3088804

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
TVI Partners — 4, L.P. (“TVIP-4”)
 Tax ID Number:                        94-3084677

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
TVI Affiliates — 4 1988, L.P. (“TVIA-’88-4”)
 Tax ID Number:                        94-3084676

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
TVI Management — 4, L.P. (“TVIM-4”)
 Tax ID Number:                        94-3088676

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

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

 

 

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

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Robert C. Kagle (“Kagle”)
Tax ID Number:                       

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
73,817 shares.

 

6.

Shared Voting Power
0 shares.

 

7.

Sole Dispositive Power
73,817 shares.

 

8.

Shared Dispositive Power
0 shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
73,817

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
     

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.39%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
David F. Marquardt (“Marquardt”)
Tax ID Number:                       

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
26,501 shares.

 

6.

Shared Voting Power
0 shares.

 

7.

Sole Dispositive Power
26,501 shares.

 

8.

Shared Dispositive Power
0 shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
26,501

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
     

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.14%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Burton J. McMurtry (“McMurtry”)
Tax ID Number:                       

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
133,039 shares.

 

6.

Shared Voting Power
0 shares.

 

7.

Sole Dispositive Power
133,039 shares.

 

8.

Shared Dispositive Power
0 shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
133,039

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
     

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.7%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Mark G. Wilson (“Wilson”)
Tax ID Number:                       

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

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

 

 

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)
IN

 


 

CUSIP No.  84758010

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
John R. Johnston (“Johnston”)
Tax ID Number:                       

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

ý

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
61,235 shares.

 

6.

Shared Voting Power
0 shares.

 

7.

Sole Dispositive Power
61,235 shares.

 

8.

Shared Dispositive Power
0 shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
61,235

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
     

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.32%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


 

Item 1.

 

(a)

Name of Issuer
SpectraLink Corporation

 

(b)

Address of Issuer's Principal Executive Offices
1650 38th St., #202E
Boulder, CO 80301

 

Item 2.

 

(a)

Name of Person Filing
This statement is filed by Technology Venture Investors-3, L.P., a California limited partnership (“TVI-3”), TVI Management-3, L.P., a California limited partnership (“TVIM-3”), Technology Venture Investors-4, L.P., a Delaware limited partnership (“TVI-4”), TVI Partners-4, L.P., a Delaware limited partnership (“TVIP-4”), TVI Affiliates-4 1988, L.P., a Delaware limited partnership (“TVIA ‘88-4”), TVI Management-4, L.P., a Delaware limited partnership (“TVIM-4”), Robert C. Kagle (“Kagle”), David F. Marquardt (“Marquardt”), Burton J. McMurtry (“McMurtry”), Mark G. Wilson (“Wilson”) and John R. Johnston (“Johnston”).  The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

 

 

TVIM-3 is the general partner of TVI-3, and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by TVI-3.  Kagle, Marquardt, McMurtry, Wilson and Johnston are members of TVIM–3, and may be deemed to have shared power to vote and shared power to dispose of the shares of issuer directly owned by TVI-3.

 

 

TVIM-4 is the general partner of TVI-4, TVIP-4, and TVIA ‘88-4, and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by TVI-4, TVIP-4, and TVIA ‘88-4. Kagle, Marquardt, McMurtry, Wilson and Johnston are members of TVIM-4, and may be deemed to have shared power to vote and shared power to dispose of the shares of issuer directly owned by TVI-4, TVIP-4, and TVIA ‘88-4.

 

(b)

Address of Principal Business Office or, if none, Residence
Technology Venture Investors
2480 Sand Hill Road, Suite 101
Menlo Park, CA  94025

 

(c)

Citizenship
TVI-3 and TVIM-3 are California limited partnerships, TVI-4, TVIM-4, TVIP-4, and TVIA ‘88-4 are Delaware limited partnerships, and Kagle, Marquardt, McMurtry, Wilson and Johnston are United States citizens.

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
CUSIP # 84758010

 


 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

 

Not Applicable

 

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:    See Row 9 of cover page for each Reporting Person.

 

(b)

Percent of class:    See Row 11 of cover page for each Reporting Person.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote    See Row 5 of cover page for each Reporting Person.

 

 

(ii)

Shared power to vote or to direct the vote    See Row 6 of cover page for each Reporting Person.

 

 

(iii)

Sole power to dispose or to direct the disposition of    See Row 7 of cover page for each Reporting Person.

 

 

(iv)

Shared power to dispose or to direct the disposition of    See Row 8 of cover page for each Reporting Person.

 


 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof, the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:       ý

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Under certain circumstances set forth in the limited partnership agreements of TVI-4, TVIP-4, TVIA ‘88-4, TVIM-4, TVI-3, and TVIM-3, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.

 

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.

 

Item 10.

Certification

Not applicable. 

 


 

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 5, 2002

 

 

 

 

Entities:

Technology Venture Investors—4, L.P.

 

 

TVI Partners—4, L.P.

 

 

TVI Affiliates-4 1988, L.P.

 

 

Technology Venture Investors-3, L.P.

 

 

TVI Management-3, L.P.

 

 

TVI Management-4, L.P.

 

 

 

By:  /s/ Mark G. Wilson

 

 

 

Mark G. Wilson, Attorney-in-Fact

 

 

for the above listed entities

Individuals:

Mark G. Wilson

 

 

John R. Johnston

 

 

Robert C. Kagle

 

 

David F. Marquardt

 

 

Burton J. McMurtry

 

 

 

By:  /s/ Mark G. Wilson

 

 

 

Mark G. Wilson, Attorney-in-Fact

 

 

for the above listed individuals

 


 

EXHIBIT INDEX

Exhibit

 

Found on
Sequentially
Numbered Page

 

Exhibit A:  Agreement of Joint Filing

 

18

 

 

 

 

 

Exhibit B:  Reference to Mark G. Wilson as Attorney-in-Fact

 

19

 

 

 


 

EXHIBIT A

 

 

Agreement of Joint Filing

The Reporting persons have agreed that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of SpectraLink Corporation shall be filed on behalf of each of the Reporting Persons.  Note that a copy of the applicable Agreement of Joint Filing is already filed with the appropriate agencies.

 

 


 

 

 

EXHIBIT B

 

Reference to Mark G. Wilson as Attorney-in-Fact

 

Mark G. Wilson has signed the enclosed documents as Attorney-in-Fact.  Note that copies of the applicable Power of Attorney are already on file with the appropriate agencies.

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