0000899243-16-027679.txt : 20160819 0000899243-16-027679.hdr.sgml : 20160819 20160819083108 ACCESSION NUMBER: 0000899243-16-027679 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160817 FILED AS OF DATE: 20160819 DATE AS OF CHANGE: 20160819 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AIRGAIN INC CENTRAL INDEX KEY: 0001272842 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 200281763 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3611 VALLEY CENTRE DRIVE STREET 2: SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: (760) 579-0200 MAIL ADDRESS: STREET 1: 3611 VALLEY CENTRE DRIVE STREET 2: SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GEN 3 PARTNERS INC CENTRAL INDEX KEY: 0001102545 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37851 FILM NUMBER: 161842100 BUSINESS ADDRESS: STREET 1: 45 MILK STREET CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GEN3 Capital I L P CENTRAL INDEX KEY: 0001324643 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37851 FILM NUMBER: 161842101 BUSINESS ADDRESS: STREET 1: TEN POST OFFICE SQUARE 9TH FL CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 617-728-7000 MAIL ADDRESS: STREET 1: TEN POST OFFICE SQUARE 9TH FL CITY: BOSTON STATE: MA ZIP: 02109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GEN3 Capital Partners, LLC CENTRAL INDEX KEY: 0001681392 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37851 FILM NUMBER: 161842102 BUSINESS ADDRESS: STREET 1: C/O AIRGAIN, INC. STREET 2: 3611 VALLEY CENTRE DRIVE, SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92130 BUSINESS PHONE: (760) 579-0200 MAIL ADDRESS: STREET 1: C/O AIRGAIN, INC. STREET 2: 3611 VALLEY CENTRE DRIVE, SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92130 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-08-17 0 0001272842 AIRGAIN INC AIRG 0001681392 GEN3 Capital Partners, LLC C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 0001324643 GEN3 Capital I L P C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 0001102545 GEN 3 PARTNERS INC C/O AIRGAIN, INC. 3611 VALLEY CENTRE DRIVE, SUITE 150 SAN DIEGO CA 92130 0 0 1 0 Common Stock 2016-08-17 4 C 0 1185680 0.00 A 1403282 I See Footnotes Series A Preferred Stock 2016-08-17 4 C 0 157250 0.00 D Common Stock 27826 0 I By Gen 3 Partners, Inc. Series B Preferred Stock 2016-08-17 4 C 0 454942 0.00 D Common Stock 82416 0 I By Gen 3 Partners, Inc. Series C Preferred Stock 2016-08-17 4 C 0 341000 0.00 D Common Stock 39697 0 I By Gen 3 Partners, Inc. Series D Preferred Stock 2016-08-17 4 C 0 123098 0.00 D Common Stock 12309 0 I By Gen 3 Partners, Inc. Series E Preferred Stock 2016-08-17 4 C 0 1575158 0.00 D Common Stock 157515 0 I By GEN3 Capital I, LP Series F Preferred Stock 2016-08-17 4 C 0 968999 0.00 D Common Stock 96899 0 I By GEN3 Capital I, LP Series G Preferred Stock 2016-08-17 4 C 0 3839979 0.00 D Common Stock 383995 0 I By GEN3 Capital I, LP Dividend Right 2016-08-17 4 C 0 33972 0.00 D Common Stock 33972 0 I By Gen 3 Partners, Inc. Dividend Right 2016-08-17 4 C 0 351051 0.00 D Common Stock 351051 0 I By GEN3 Capital I, LP Represents 1,040,704 shares of common stock held by GEN3 Capital I, LP ("GEN3 Capital") and 362,578 shares of common stock held by Gen 3 Partners, Inc. ("Gen 3 Partners"). The general partner of GEN3 Capital is GEN3 Capital Partners, LLC ("GEN3 LLC"), and Jim K. Sims is the Managing Member of GEN3 LLC. As a result, each of GEN3 LLC and Mr. Sims may be deemed to share beneficial ownership of the shares held by GEN3 Capital. Mr. Sims, Francis X. Egan, Arthur M. Toscanini and Michael Treacy may be deemed to share beneficial ownership of the shares held by Gen 3 Partners in their capacity as directors of Gen 3 Partners. Each of the individuals and entities listed herein disclaims such beneficial ownership extent to the extent of his or its pecuniary interest therein. The Series A Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series A Preferred Stock automatically converted into common stock on an approximately 1-to-0.177 split-adjusted basis upon the closing of the Issuer's initial public offering. The Series B Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series B Preferred Stock automatically converted into common stock on an approximately 1-to-0.181 split-adjusted basis upon the closing of the Issuer's initial public offering. The Series C Preferred Stock is convertible at any time, at the holder's election and has no expiration date. The Series C Preferred Stock automatically converted into common stock on an approximately 1-to-0.116 split-adjusted basis upon the closing of the Issuer's initial public offering. The preferred stock is convertible at any time, at the holder's election and has no expiration date. The preferred stock automatically converted into common stock on an approximately 1-to-0.100 split-adjusted basis upon the closing of the Issuer's initial public offering. The dividend rights were paid in shares of the Issuer's common stock at the Issuer's election immediately upon the closing of the Issuer's initial public offering. GEN3 Capital Partners, LLC By: /s/ Haydar Diab, Vice President 2016-08-19 GEN3 Capital I, LP By: GEN3 Capital Partners, LLC By: /s/ Haydar Diab, Vice President 2016-08-19 Gen 3 Partners, Inc. By: /s/ Haydar Diab, Vice President 2016-08-19