SEC Form 4
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*
MV MANAGEMENT IX LLC

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NLIGHT, INC. [ LASR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/16/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 11/16/2018 J(1) 2,252,137 D (1) 2,252,137 I By Menlo Ventures IX, L.P.(2)
Common Stock 11/16/2018 J(1) 74,317 D (1) 74,317 I By Menlo Entrepreneurs Fund IX, L.P.(2)
Common Stock 11/16/2018 J(1) 10,689 D (1) 10,689 I By Menlo Entrepreneurs Fund IX-A, L.P.(2)
Common Stock 11/16/2018 J(1) 47,269 D (1) 47,268 I By MMEF IX, L.P.(2)
Common Stock 11/16/2018 J(3) 581,249 A (1) 581,249 I By MV Management IX, L.L.C.(2)
Common Stock 11/16/2018 J(4) 581,249 D (1) 0 I By MV Management IX, L.L.C.(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
1. Name and Address of Reporting Person*
MV MANAGEMENT IX LLC

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MENLO VENTURES IX LP

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MENLO ENTREPRENEURS FUND IX A LP

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MENLO ENTREPRENEURS FUND IX LP

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MMEF IX LP

(Last) (First) (Middle)
2884 SAND HILL ROAD, SUITE 100

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Represents a pro rata in kind distribution of shares of Common Stock, without consideration, by each of Menlo Ventures IX, L.P., Menlo Entrepreneurs Fund IX, L.P., Menlo Entrepreneurs Fund IX(A), L.P. and MMEF IX, L.P. to their respective limited partners, and their general partner, MV Management IX, L.L.C.
2. MV Management IX, L.L.C. is the general partner of Menlo Ventures IX, L.P., Menlo Entrepreneurs Fund IX, L.P., Menlo Entrepreneurs Fund IX(A), L.P. and MMEF IX, L.P. (collectively, the "Menlo Funds"). MV Management IX, L.L.C. exercises voting and dispositive power over the shares held by each of the Menlo Funds. Each of the reporting persons disclaims beneficial ownership of the shares reported herein, except to the extent of its proportionate pecuniary interest therein.
3. Represents the receipt of shares of Common Stock by MV Management IX, L.L.C. in the distributions described in greater detail in the footnote above.
4. Represents a pro-rata in-kind distribution of shares of Common Stock by MV Management IX, L.L.C., without consideration, to its members.
Remarks:
/s/ Douglas C. Carlisle, Managing Member 11/20/2018
/s/ Douglas C. Carlisle, Managing Member of MV Management IX, L.L.C., which serves as the sole general partner of Menlo Ventures IX, L.P. 11/20/2018
/s/ Douglas C. Carlisle, Managing Member of MV Management IX, L.L.C., which serves as the sole general partner of Menlo Entrepreneurs Fund IX, L.P. 11/20/2018
/s/ Douglas C. Carlisle, Managing Member of MV Management IX, L.L.C., which serves as the sole general partner of Menlo Entrepreneurs Fund IX(A), L.P. 11/20/2018
/s/ Douglas C. Carlisle, Managing Member of MV Management IX, L.L.C., which serves as the sole general partner of /s/ Douglas C. Carlisle, Managing Director of MV Management IX, L.L.C., which serves as the sole general partner of MMEF IX, L.P. 11/20/2018
** Signature of Reporting Person Date
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