0001104659-18-032587.txt : 20180511 0001104659-18-032587.hdr.sgml : 20180511 20180511172231 ACCESSION NUMBER: 0001104659-18-032587 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180503 FILED AS OF DATE: 20180511 DATE AS OF CHANGE: 20180511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Highland Capital Partners VII LP CENTRAL INDEX KEY: 0001343678 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827995 BUSINESS ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 MAIL ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Highland Capital Partners VII-C LP CENTRAL INDEX KEY: 0001343673 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827993 BUSINESS ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 MAIL ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHLAND ENTREPRENEURS FUND VI LP CENTRAL INDEX KEY: 0001156158 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827998 BUSINESS ADDRESS: STREET 1: TWO INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-531-1500 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHLAND CAPITAL PARTNERS VI LP CENTRAL INDEX KEY: 0001135500 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827999 BUSINESS ADDRESS: STREET 1: TWO INTERNATIONAL PL CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6175311500 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHLAND CAPITAL PARTNERS VI-B LP CENTRAL INDEX KEY: 0001135507 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18828000 BUSINESS ADDRESS: STREET 1: TWO INTERNATIONAL PL CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 6175311500 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHLAND CAPITAL PARTNERS VII-B L P CENTRAL INDEX KEY: 0001343244 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827994 BUSINESS ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 781-861-5500 MAIL ADDRESS: STREET 1: 92 HAYDEN AVE CITY: LEXINGTON STATE: MA ZIP: 02421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Highland Management Partners VI, Inc. CENTRAL INDEX KEY: 0001456415 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18828002 BUSINESS ADDRESS: STREET 1: 92 HAYDEN AVENUE CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 781-861-5523 MAIL ADDRESS: STREET 1: 92 HAYDEN AVENUE CITY: LEXINGTON STATE: MA ZIP: 02421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Highland Management Partners VII Limited Partnership CENTRAL INDEX KEY: 0001554027 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827996 BUSINESS ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-401-4500 MAIL ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Highland Management Partners VII, LLC CENTRAL INDEX KEY: 0001554026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18827997 BUSINESS ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-401-4500 MAIL ADDRESS: STREET 1: ONE BROADWAY, 16TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHLAND MANAGEMENT PARTNERS VI L P CENTRAL INDEX KEY: 0001253995 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38478 FILM NUMBER: 18828001 BUSINESS ADDRESS: STREET 1: HIGHLAND CAPITAL PARTNERS STREET 2: 92 HAYDEN AVENUE CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 7818615500 MAIL ADDRESS: STREET 1: HIGHLAND CAPITAL PARTNERS STREET 2: 92 HAYDEN AVENUE CITY: LEXINGTON STATE: MA ZIP: 02421 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Carbon Black, Inc. CENTRAL INDEX KEY: 0001366527 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 550810166 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 WINTER ST. CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 617-393-7400 MAIL ADDRESS: STREET 1: 1100 WINTER ST. CITY: WALTHAM STATE: MA ZIP: 02451 FORMER COMPANY: FORMER CONFORMED NAME: BIT9, INC. DATE OF NAME CHANGE: 20110407 FORMER COMPANY: FORMER CONFORMED NAME: BIT9 INC DATE OF NAME CHANGE: 20060619 3/A 1 a3a.xml 3/A X0206 3/A 2018-05-03 2018-05-03 0 0001366527 Carbon Black, Inc. CBLK 0001456415 Highland Management Partners VI, Inc. C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001253995 HIGHLAND MANAGEMENT PARTNERS VI L P C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001135507 HIGHLAND CAPITAL PARTNERS VI-B LP C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001135500 HIGHLAND CAPITAL PARTNERS VI LP C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001156158 HIGHLAND ENTREPRENEURS FUND VI LP C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001554026 Highland Management Partners VII, LLC C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001554027 Highland Management Partners VII Limited Partnership C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001343678 Highland Capital Partners VII LP C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001343244 HIGHLAND CAPITAL PARTNERS VII-B L P C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 0001343673 Highland Capital Partners VII-C LP C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR CAMBRIDGE MA 02142 0 0 1 0 Common Stock 755904 I By Highland Capital Partners VI Limited Partnership Common Stock 414297 I By Highland Capital Partners VI-B Limited Partnership Common Stock 37436 I By Highland Entrepreneurs' Fund VI Limited Partnership Series B Convertible Preferred Stock Common Stock 2397218 I By Highland Capital Partners VI Limited Partnership Series B Convertible Preferred Stock Common Stock 1314233 I By Highland Capital Partners VI-B Limited Partnership Series B Convertible Preferred Stock Common Stock 118736 I By Highland Entrepreneurs' Fund VI Limited Partnership Series C Convertible Preferred Stock Common Stock 772043 I By Highland Capital Partners VI Limited Partnership Series C Convertible Preferred Stock Common Stock 423259 I By Highland Capital Partners VI-B Limited Partnership Series C Convertible Preferred Stock Common Stock 38240 I By Highland Entrepreneurs' Fund VI Limited Partnership Series D Convertible Preferred Stock Common Stock 344900 I By Highland Capital Partners VI Limited Partnership Series D Convertible Preferred Stock Common Stock 189085 I By Highland Capital Partners VI-B Limited Partnership Series D Convertible Preferred Stock Common Stock 17083 I By Highland Entrepreneurs' Fund VI Limited Partnership Series E Convertible Preferred Stock Common Stock 574937 I By Highland Capital Partners VII Limited Partnership Series E Convertible Preferred Stock Common Stock 139318 I By Highland Capital Partners VII-B Limited Partnership Series E Convertible Preferred Stock Common Stock 202891 I By Highland Capital Partners VII-C Limited Partnership Series E Convertible Preferred Stock Common Stock 18015 I By Highland Entrepreneurs' Fund VII Limited Partnership Series F Convertible Preferred Stock Common Stock 518381 I By Highland Capital Partners VII Limited Partnership Series F Convertible Preferred Stock Common Stock 125613 I By Highland Capital Partners VII-B Limited Partnership Series F Convertible Preferred Stock Common Stock 182933 I By Highland Capital Partners VII-C Limited Partnership Series F Convertible Preferred Stock Common Stock 16243 I By Highland Entrepreneurs' Fund VII Limited Partnership The shares are held directly by Highland Capital Partners VI Limited Partnership ("Highland Capital VI"). The general partner of Highland Capital VI is Highland Management Partners VI Limited Partnership ("HMP VI LP"). The general partner of HMP VI LP is Highland Management Partners VI, Inc. ("Highland Management"). Each of HMP VI LP and Highland Management disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners 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"). The general partner of Highland Capital VI-B is HMP VI LP. The general partner of HMP VI LP is Highland Management. Each of HMP VI LP and Highland Management disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners 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 ("Highland VI Entrepreneurs' Fund"). The general partner of Highland VI Entrepreneurs' Fund is HEF VI Limited Partnership ("HEF"). The general partner of HEF is Highland Management. Each of HEF and Highland Management disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. The shares are held directly by Highland Capital Partners VII Limited Partnership ("Highland Capital VII"). The general partner of Highland Capital VII is Highland Management Partners VII Limited Partnership ("HMP VII LP"). The general partner of HMP VII LP is Highland Management Partners VII, LLC ("HMP VII LLC"). Each of HMP VII LP and HMP VII LLC disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. The shares are held directly by Highland Capital Partners VII-B Limited Partnership ("Highland Capital VII-B"). The general partner of Highland Capital VII-B is HMP VII LP. The general partner of HMP VII LP is HMP VII LLC. Each of HMP VII LP and HMP VII LLC disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. The shares are held directly by Highland Capital Partners VII-C Limited Partnership ("Highland Capital VII-C"). The general partner of Highland Capital VII-C is HMP VII LP. The general partner of HMP VII LP is HMP VII LLC. Each of HMP VII LP and HMP VII LLC disclaims Section 16 beneficial ownership of all shares except to the extent of their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. The shares are held directly by Highland Entrepreneurs' Fund VII Limited Partnership ("Highland VII Entrepreneurs' Fund"). The general partner of Highland VII Entrepreneurs' Fund is HMP VII LP. The general partner of HMP VII LP is HMP VII LLC. Each of HMP VII LP and HMP VII LLC disclaims Section 16 beneficial ownership of all shares except to the extent of his their pecuniary interest, if any, therein. This report shall not be deemed to be an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Each share of preferred stock is convertible into common stock on a 1-for-2 basis and has no expiration date. Upon the closing of the Issuer's initial public offering, all shares of preferred stock will automatically be converted into shares of Common Stock of the Issuer. Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, Highland Entrepreneurs' Fund VII Limited Partnership and HEF VI Limited Partnership have filed a separate Form 3. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. This Amendment is being filed to amend the Form 3 filed by the Reporting Persons on May 3, 2018 (the ''Original Form''), to include a reporting entity (HEF VI Limited Partnership, the general partner of Highland Entrepreneurs' Fund VI Limited Partnership) which was inadvertently excluded from the Original Form. /s/ Paul Maeder, Authorized Manager of Highland Management Partners VI, Inc. 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VI, Inc., the general partner of Highland Management Partners VI Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VI, Inc., the general partner of Highland Management Partners VI Limited Partnership, the general partner of Highland Capital Partners VI Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VI, Inc., the general partner of Highland Management Partners VI Limited Partnership, the general partner of Highland Capital Partners VI-B Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VI, Inc., the general partner of HEF VI Limited Partnership, the general partner of Highland Entrepreneurs' Fund VI Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VII, LLC 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-B Limited Partnership 2018-05-11 /s/ Paul Maeder, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-C Limited Partnership 2018-05-11