0001209191-14-043405.txt : 20140627
0001209191-14-043405.hdr.sgml : 20140627
20140624184950
ACCESSION NUMBER: 0001209191-14-043405
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20140624
FILED AS OF DATE: 20140624
DATE AS OF CHANGE: 20140624
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Imprivata Inc
CENTRAL INDEX KEY: 0001328015
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
BUSINESS ADDRESS:
STREET 1: 19 MAGUIRE RD SUITE 232
CITY: LEXINGTON
STATE: MA
ZIP: 02421
BUSINESS PHONE: 781-674-2700
MAIL ADDRESS:
STREET 1: 19 MAGUIRE RD SUITE 232
CITY: LEXINGTON
STATE: MA
ZIP: 02421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MAEDER PAUL A
CENTRAL INDEX KEY: 0001013713
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36516
FILM NUMBER: 14938437
MAIL ADDRESS:
STREET 1: C/O HIGHLAND CAPITAL PARTNERS
STREET 2: HIGH ST TOWER 125 HIGH ST
CITY: BOSTON
STATE: MA
ZIP: 02110
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2014-06-24
0
0001328015
Imprivata Inc
IMPR
0001013713
MAEDER PAUL A
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE
MA
02142
1
0
1
0
Series A Convertible Preferred Stock
Common Stock
1558065
I
By Highland Capital Partners VI Limited Partnership
Series B Convertible Preferred Stock
Common Stock
756401
I
By Highland Capital Partners VI Limited Partnership
Series C Convertible Preferred Stock
Common Stock
480426
I
By Highland Capital Partners VI Limited Partnership
Series A Convertible Preferred Stock
Common Stock
853699
I
By Highland Capital Partners VI-B Limited Partnership
Series B Convertible Preferred Stock
Common Stock
414684
I
By Highland Capital Partners VI-B Limited Partnership
Series C Convertible Preferred Stock
Common Stock
263385
I
By Highland Capital Partners VI-B Limited Partnership
Series A Convertible Preferred Stock
Common Stock
77155
I
By Highland Entrepreneurs? Fund VI Limited Partnership
Series B Convertible Preferred Stock
Common Stock
37465
I
By Highland Entrepreneurs? Fund VI Limited Partnership
Series C Convertible Preferred Stock
Common Stock
23796
I
By Highland Entrepreneurs? Fund VI Limited Partnership
The Series A, B and C Convertible Preferred Stock is convertible at any time at the option of the holder, and will automatically convert into shares of Common Stock on a 1.5-for-1 basis upon the closing of the Issuer's initial public offering. The securities have no expiration date.
The shares are held directly by Highland Capital Partners VI Limited Partnership ("Highland Capital VI"). Highland Management Partners VI Limited Partnership ("HMP") is the general partner of Highland Capital VI. Highland Management Partners VI, Inc.("Highland Management") is the general partner of HMP. The Reporting Person is one of the managing directors of Highland Management. Highland Management, as the general partner of the general partner of Highland Capital VI, may be deemed to have indirect beneficial ownership of the shares held by the Highland Capital VI. The Reporting Person may be deemed the indirect owner of all the shares held by the Highland Capital VI. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. This report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
The shares are held directly by Highland Capital Partners VI-B Limited Partnership ("Highland Capital VI-B"). Highland Management Partners VI Limited Partnership ("HMP") is the general partner of Highland Capital VI-B. Highland Management Partners VI, Inc.("Highland Management") is the general partner of HMP. The Reporting Person is one of the managing directors of Highland Management. Highland Management, as the general partner of the general partners of the Highland Investing Entities, may be deemed to have beneficial ownership of the shares held by the Highland Capital VI-B. The Reporting Person may be deemed the indirect owner of all the shares held by the Highland Capital VI-B. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. This report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
The shares are held directly by Highland Entrepreneurs' Fund VI Limited Partnership ("Entrepreneurs' Fund"). HEF VI Limited Partnership ("HEF") is the general partner of Entrepreneurs' Fund. Highland Management Partners VI, Inc.("Highland Management" is the general partner of HEF). The Reporting Person is one of the managing directors of Highland Management. Highland Management, as the general partner of the general partners of the Entrepreneurs' Fund, may be deemed to have beneficial ownership of the shares held by the Entrepreneurs' Fund. The Reporting Person may be deemed the indirect owner of all the shares held by the Entrepreneurs' Fund. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. This report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
/s/ John Milton, Attorney-in-Fact
2014-06-24
EX-24.3_528989
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY
The undersigned hereby constitutes and appoints each of Jeffrey Kalowski, John
Milton and Jeffrey Kowalski and, signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Imprivata, Inc. (the "Company"), from time to
time the following U.S. Securities and Exchange Commission ("SEC") forms: (i)
Form ID, including any attached documents, to effect the assignment of codes to
the undersigned to be used in the transmission of information to the SEC using
the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of
Securities, including any attached documents; (iii) Form 4, Statement of
Changes in Beneficial Ownership of Securities, including any attached documents;
(iv) Form 5, Annual Statement of Beneficial Ownership of Securities in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder, including any attached documents; (v)
Schedule 13D and (vi) amendments of each thereof, in accordance with the
Securities Exchange Act of 1934, as amended, and the rules thereunder, including
any attached documents;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
Schedule 13D or any amendment(s) thereto, and timely file such form(s) with the
SEC and any securities exchange, national association or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact, acting singly,
full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees
to indemnify the attorney in fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorney-in fact.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of May 28th, 2014.
Signature:/s/ Paul Maeder
Name: Paul Maeder