0001628280-17-010290.txt : 20171026 0001628280-17-010290.hdr.sgml : 20171026 20171026211700 ACCESSION NUMBER: 0001628280-17-010290 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171026 FILED AS OF DATE: 20171026 DATE AS OF CHANGE: 20171026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kalish Rami CENTRAL INDEX KEY: 0001720208 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 171157697 MAIL ADDRESS: STREET 1: C/O FORESCOUT TECHNOLOGIES INC STREET 2: 190 WEST TASMAN DRIVE CITY: SAN JOSE STATE: CA ZIP: 95134 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FORESCOUT TECHNOLOGIES, INC CENTRAL INDEX KEY: 0001145057 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 510406800 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 900 E. HAMILTON AVE #300 CITY: CAMPBELL STATE: CA ZIP: 95008 BUSINESS PHONE: 866-377-8771 MAIL ADDRESS: STREET 1: 900 E. HAMILTON AVE #300 CITY: CAMPBELL STATE: CA ZIP: 95008 FORMER COMPANY: FORMER CONFORMED NAME: FORESCOUT TECHNOLOGIES INC DATE OF NAME CHANGE: 20010717 3 1 wf-form3_150906700553181.xml FORM 3 X0206 3 2017-10-26 0 0001145057 FORESCOUT TECHNOLOGIES, INC FSCT 0001720208 Kalish Rami 11 HAMENOFIM STREET, BUILDING B HERZELIYA L3 46725 ISRAEL 1 0 1 0 Common Stock 49589 I See footnote Common Stock 4583 I See footnote Common Stock 13408 I See footnote Common Stock 1744 I See footnote Common Stock 7203 I See footnote Common Stock 3489 I See footnote Series B Convertible Preferred Stock Common Stock 739998.0 I See footnote Series B Convertible Preferred Stock Common Stock 68404.0 I See footnote Series B Convertible Preferred Stock Common Stock 200096.0 I See footnote Series B Convertible Preferred Stock Common Stock 26053.0 I See footnote Series B Convertible Preferred Stock Common Stock 215707.0 I See footnote Series B Convertible Preferred Stock Common Stock 52106.0 I See footnote Series C Convertible Preferred Stock Common Stock 277358.0 I See footnote Series C Convertible Preferred Stock Common Stock 25630.0 I See footnote Series C Convertible Preferred Stock Common Stock 74995.0 I See footnote Series C Convertible Preferred Stock Common Stock 9756.0 I See footnote Series C Convertible Preferred Stock Common Stock 19460.0 I See footnote Series D Convertible Preferred Stock Common Stock 753146.0 I See footnote Series D Convertible Preferred Stock Common Stock 69623.0 I See footnote Series D Convertible Preferred Stock Common Stock 203649.0 I See footnote Series D Convertible Preferred Stock Common Stock 26511.0 I See footnote Series D Convertible Preferred Stock Common Stock 41853.0 I See footnote Series D Convertible Preferred Stock Common Stock 53028.0 I See footnote Series D-1 Convertible Preferred Stock Common Stock 151186.0 I See footnote Series D-1 Convertible Preferred Stock Common Stock 13976.0 I See footnote Series D-1 Convertible Preferred Stock Common Stock 40880.0 I See footnote Series D-1 Convertible Preferred Stock Common Stock 5322.0 I See footnote Series D-1 Convertible Preferred Stock Common Stock 10643.0 I See footnote Series E Convertible Preferred Stock Common Stock 555128.0 I See footnote Series E Convertible Preferred Stock Common Stock 51320.0 I See footnote Series E Convertible Preferred Stock Common Stock 150106.0 I See footnote Series E Convertible Preferred Stock Common Stock 19540.0 I See footnote Series E Convertible Preferred Stock Common Stock 80770.0 I See footnote Series E Convertible Preferred Stock Common Stock 39082.0 I See footnote The shares are held of record by Pitango Venture Capital Fund III (USA) L.P. ("Fund III USA"). Pitango V.C. Fund III General Partner ("Pitango GP"), the general partner of Fund III USA, has sole voting and dispositive power with respect to the shares held by Fund III USA. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III (USA) Non-Q L.P. ("Fund III USA Non-Q"). Pitango GP, the general partner of Fund III USA Non-Q, has sole voting and dispositive power with respect to the shares held by Fund III USA. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III (Israeli Investors) L.P. ("Fund III Israeli Investors"). Pitango GP, the general partner of Fund III Israeli Investors, has sole voting and dispositive power with respect to the shares held by Fund III Israeli Investors. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Principals Fund III (USA) L.P. ("Principals Fund III"). Pitango GP, the general partner of Principals Fund III, has sole voting and dispositive power with respect to the shares held by Principals Fund III. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Parallel Investor Fund III (USA) L.P ("Parallel Investor Fund"). Pitango GP, the general partner of Parallel Investor Fund, has sole voting and dispositive power with respect to the shares held by Parallel Investor Fund. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III Trusts 2000 Ltd ("Capital Fund 2000"). Capital Fund 2000 is owned and controlled indirectly by the Principals which holds shares of the Issuer in trust for three limited partnerships: Pitango CEO Fund III (USA) L.P., Pitango CEO Fund III (Israel) L.P. and Pitango Family Fund III (Israel) L.P. These three limited partnerships are managed by their sole general partner, the GP. Pitango GP, the general partner of Parallel Investor Fund, has sole voting and dispositive power with respect to the shares held by Capital Fund 2000. The reporting person shares voting and dispositive power with respect to the shares held by Pitango GP and disclaims beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The Series B Convertible Preferred Stock shall automatically convert into Common Stock on an approximate 1:52.7 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. The Series C Convertible Preferred Stock shall automatically convert into Common Stock on an approximate 1: 52.7 basis immediately prior to the completion of the Issuer's initial public offering of Common Ctock and has no expiration date. The Series D Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. The Series D-1 Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. The Series E Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. This report on Form 3 is one of two reports relating to the same transaction. Exhibit 24 Power of Attorney /s/ Russell J. Wood, by power of attorney 2017-10-26 EX-24 2 forescout-poaramikalish.htm KALISH POA Document
Exhibit 24

POWER OF ATTORNEY
The undersigned, as a Section 16 reporting person of ForeScout Technologies, Inc. (the “Company”), hereby constitutes and appoints Christopher Harms, Darren J. Milliken and Russell J. Wood, and each of them, as the undersigned’s true and lawful attorney-in-fact to:
1.
complete and execute Forms 3, 4 and 5 and other forms and all amendments thereto as such attorneys-in-fact shall in their discretion determine to be required or advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as amended) and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned’s ownership, acquisition or disposition of securities of the Company; and
2.
do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Company and such other person or agency as the attorneys-in-fact shall deem appropriate.
The undersigned hereby ratifies and confirms all that said attorneys‑in-fact and agent shall do or cause to be done by virtue hereof. 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 of the Securities Exchange Act of 1934 (as amended).
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 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 Company and the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 12th day of October, 2017.
Signature: /s/ Rami Kalish    

Print Name: Rami Kalish