0001209191-15-035830.txt : 20150423 0001209191-15-035830.hdr.sgml : 20150423 20150423213345 ACCESSION NUMBER: 0001209191-15-035830 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150423 FILED AS OF DATE: 20150423 DATE AS OF CHANGE: 20150423 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apigee Corp CENTRAL INDEX KEY: 0001324772 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 201367539 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 408-343-7300 MAIL ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: Sonoa Systems Inc DATE OF NAME CHANGE: 20050425 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Norwest Venture Partners XI, LP CENTRAL INDEX KEY: 0001534522 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789779 BUSINESS ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-321-8000 MAIL ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NORWEST VENTURE PARTNERS VIII LP CENTRAL INDEX KEY: 0001176230 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789780 BUSINESS ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650 321-8000 MAIL ADDRESS: STREET 1: C/O NORWEST VENTURE PARTNERS STREET 2: 525 UNIVERSITY AVENUE, SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Howard Matthew D. CENTRAL INDEX KEY: 0001576176 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789781 MAIL ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Crowe Jeffrey CENTRAL INDEX KEY: 0001535261 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789782 MAIL ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Norwest Venture Partners IX, LP CENTRAL INDEX KEY: 0001309124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789783 BUSINESS ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 650-321-8000 MAIL ADDRESS: STREET 1: 525 UNIVERSITY AVENUE STREET 2: SUITE 800 CITY: PALO ALTO STATE: CA ZIP: 94301 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-04-23 0 0001324772 Apigee Corp APIC 0001309124 Norwest Venture Partners IX, LP 525 UNIVERSITY AVENUE, SUITE 800 PALO ALTO CA 94301 0 0 1 0 0001535261 Crowe Jeffrey 525 UNIVERSITY AVENUE, SUITE 800 PALO ALTO CA 94301 0 0 1 0 0001576176 Howard Matthew D. 525 UNIVERSITY AVENUE, SUITE 800 PALO ALTO CA 94301 0 0 1 0 0001176230 NORWEST VENTURE PARTNERS VIII LP 525 UNIVERSITY AVENUE, SUITE 800 PALO ALTO CA 94301 0 0 1 0 0001534522 Norwest Venture Partners XI, LP 525 UNIVERSITY AVENUE, SUITE 800 PALO ALTO CA 94301 0 0 1 0 Series A Convertible Preferred Stock Common Stock 907306 D Series B Convertible Preferred Stock Common Stock 671982 D Series C Convertible Preferred Stock Common Stock 936231 D Series D Convertible Preferred Stock Common Stock 570623 D Series E Convertible Preferred Stock Common Stock 578462 D Series F Convertible Preferred Stock Common Stock 468039 D Series G Convertible Preferred Stock Common Stock 503059 D Series H Convertible Preferred Stock Common Stock 341189 D Series A Convertible Preferred Stock Common Stock 156736 I By Limited Partnership Series B Convertible Preferred Stock Common Stock 116084 I By Limited Partnership Series C Convertible Preferred Stock Common Stock 161733 I By Limited Partnership Series D Convertible Preferred Stock Common Stock 103472 I By Limited Partnership Series E Convertible Preferred Stock Common Stock 104894 I By Limited Partnership Series F Convertible Preferred Stock Common Stock 82113 I By Limited Partnership Series G Convertible Preferred Stock Common Stock 88320 I By Limited Partnership Series H Convertible Preferred Stock Common Stock 60209 I By Limited Partnership Series G Convertible Preferred Stock Common Stock 423812 I By Limited Partnership The Series A Convertible Preferred Stock shall automatically convert into Common Stock on a 1.261 for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The securities shown on Lines 1 through 8 of Table 2 represent securities held of record by Norwest Venture Partners IX, LP ("NVP IX"). By virtue of their positions as co-Chief Executive Officers of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP IX, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein. The Series B Convertible Preferred Stock shall automatically convert into Common Stock on a 1.363 for one 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 a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series D Convertible Preferred Stock shall automatically convert into Common Stock on a one for one 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 one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series F Convertible Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series G Convertible Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series H Convertible Preferred Stock shall automatically convert into Common Stock on a 1.037 for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The securities shown on Lines 9 through 16 of Table 2 represent securities held of record by Norwest Venture Partners VIII, LP ("NVP VIII"). By virtue of their positions as co-Chief Executive Officers of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP VIII, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein. The securities shown on Lines 17 of Table 2 represent securities held of record by Norwest Venture Partners XI, LP ("NVP XI"). By virtue of their positions as co-Chief Executive Officers of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP XI, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein. By: /s/ Kurt Betcher, as Attorney-in-fact 2015-04-23 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

										Exhibit 99.1


FORM 3
JOINT FILER INFORMATION



Name of "Reporting Persons":		Norwest Venture Partners IX, LP
					Norwest Venture Partners VIII, LP
					Norwest Venture Partners XI, LP
					Jeffrey Crowe
					Matthew D. Howard

Address:				525 University Avenue, Suite 800
					Palo Alto, CA  94301

Designated Filer:			Norwest Venture Partners IX, LP

Issuer and Ticker Symbol:		Apigee Corporation (APIC)

Date of Earliest Transaction:		April 23, 2015



Each of the Joint Filers with Norwest Venture Partners IX, LP may be deemed to
share indirect beneficial ownership in the securities set forth on the attached
Form 3.

Norwest Venture Partners IX, LP ("NVP IX") is the record holder of shares
reported on Lines 1 through 8. Norwest Venture Partners VIII ("NVP VIII") is
record holder of the shares reported on Lines 9 through 16. Norwest Venture
Partners XI, LP ("NVP XI") is the record holder of shares reported on Line 17.
Messrs. Crowe and Howard are Co-Chief Executive Officers of NVP Associates, LLC
("NVP Associates"), the managing member of the general partner of NVP IX, NVP
VIII and NVP XI. By virtue of such position, Messrs. Crowe and Howard may be
deemed to beneficially own the shares held of record by NVP IX, NVP VIII and NVP
XI.

All Reporting Persons disclaim beneficial ownership of shares of Apigee
Corporation stock held by each other Reporting Person, except to the extent of
their respective pecuniary interest therein. The filing of this statement shall
not be deemed an admission that, for purposes of Section 16 of the Securities
Exchange Act of 1934, or otherwise, any of the Reporting Persons are the
beneficial owners of all of the equity securities covered by this statement.

Each of the Reporting Persons listed above hereby designates NVP IX as its
designated filer of Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder.




						NORWEST VENTURE PARTNERS IX, LP
						By: 	Genesis VC Partners IX, LLC
							Its General Partner
						By: 	NVP Associates, LLC
							Its Managing Member


						By: /s/ Kurt Betcher
						Its Chief Financial Officer


						NORWEST VENTURE PARTNERS VIII, LP
						By: 	Genesis VC Partners VIII, LLC
							Its General Partner
						By: 	NVP Associates, LLC
							Its Managing Member


						By: /s/ Kurt Betcher
						Its Chief Financial Officer


						NORWEST VENTURE PARTNERS XI, LP
						By: 	Genesis VC Partners XI, LLC
							Its General Partner
						By: 	NVP Associates, LLC
							Its Managing Member


						By: /s/ Kurt Betcher
						Its Chief Financial Officer


JEFFREY CROWE
By: Kurt L. Betcher, as Attorney-in-Fact


						By: /s/ Kurt Betcher

MATTHEW D. HOWARD
By: Kurt L. Betcher, as Attorney-in-Fact

       						By: /s/ Kurt Betcher