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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MULESOFT, INC [ MULE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/01/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Class A Common Stock | 05/01/2018 | C(1) | 10,847,715 | A | (1) | 10,847,715 | I | By Lightspeed Venture Partners VII, L.P.(2) | ||
Class A Common Stock | 05/01/2018 | C(1) | 3,171,808 | A | (1) | 3,171,808 | I | By Lightspeed Venture Partners Select, L.P.(3) | ||
Class A Common Stock | 05/01/2018 | U(4) | 10,847,715 | D | (4) | 0 | I | By Lightspeed Venture Partners VII, L.P.(2) | ||
Class A Common Stock | 05/01/2018 | U(4) | 3,171,808 | D | (4) | 0 | I | By Lightspeed Venture Partners Select, L.P.(3) | ||
Class A Common Stock | 05/01/2018 | U(4) | 4,099(5) | D | (4) | 0 | I | By Barry Eggers Revocable Trust dtd 6/4/2008(6) | ||
Class A Common Stock | 05/01/2018 | U(4) | 170,647(7) | D | (4) | 0 | I | By Peter Y. Nieh | ||
Class A Common Stock | 05/01/2018 | U(4) | 164,330(8) | D | (4) | 0 | I | By The Schaepe-Chiu Living Trust Dated 11/5/1997(9) | ||
Class A Common Stock | 05/01/2018 | U(4) | 945 | D | (4) | 0 | I | By Nieh Investments LP - Fund 3(10) | ||
Class A Common Stock | 05/01/2018 | U(4) | 567 | D | (4) | 0 | I | By Schaepe-Chiu Investments I LP - Fund 2(11) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Class B Common Stock | (1) | 05/01/2018 | C(1) | 10,847,715 | (1) | (1) | Class A Common Stock | 10,847,715 | (1) | 0 | I | By Lightspeed Venture Partners VII, L.P.(2) | |||
Class B Common Stock | (1) | 05/01/2018 | C(1) | 3,171,808 | (1) | (1) | Class A Common Stock | 3,171,808 | (1) | 0 | I | By Lightspeed Venture Partners Select, L.P.(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Upon consummation of the tender offer (as described below), each share of tendered Class B common stock converted on a one-to-one basis into Class A common stock. |
2. The shares were held of record by Lightspeed Venture Partners VII, L.P. ("Lightspeed VII"). Lightspeed Ultimate General Partner VII, Ltd. is the sole general partner of Lightspeed General Partner VII, L.P., which is the sole general partner of Lightspeed VII. The individual directors of Lightspeed Ultimate General Partner VII, Ltd. are Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh. Messrs. Schaepe, Eggers, Mhatre, and Nieh disclaim beneficial ownership of the shares except to the extent of their respective pecuniary interests therein. |
3. The shares were held of record by Lightspeed Select. Lightspeed Ultimate General Partner Select, Ltd. is the sole general partner of Lightspeed General Partner Select, L.P. ("LGP Select"), which is the sole general partner of Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). The individual directors of Lightspeed Ultimate General Partner Select, Ltd. are Barry Eggers, Jeremy Liew, Ravi Mhatre, Peter Nieh and Christopher J. Schaepe. Messrs. Eggers, Liew, Mhatre, Nieh and Schaepe disclaim beneficial ownership of the shares except to the extent of their respective pecuniary interests therein. |
4. Pursuant to the Agreement and Plan of Merger, dated as of March 20, 2018 (the "Merger Agreement"), by and among salesforce.com, inc. ("Salesforce"), Malbec Acquisition Corp. and the Issuer, each share of Class A common stock was tendered in exchange for (i) $36.00 in cash and (ii) 0.0711 of a share of Salesforce common stock, together with cash in lieu of any fractional shares of Salesforce common stock. |
5. Subsequent to Barry Eggers' most recent Section 16 report, Barry Eggers Revocable Trust dtd 6/4/2008 gifted 2,260 shares of Class A common stock, which transaction was not required to be reported on a Form 4. |
6. The shares were held of record by Barry Eggers Revocable Trust dtd 6/4/2008, for which Barry Eggers serves as trustee. |
7. Subsequent to Peter Nieh's most recent Section 16 report, Peter Nieh gifted 1,390 shares of Class A common stock, which transactions were not required to be reported on a Form 4. |
8. Subsequent to Christopher J. Schaepe's most recent Section 16 report, The Schaepe-Chiu Living Trust Dated November 5, 1997 gifted 8,085 shares of Class A common stock, which transactions were not required to be reported on a Form 4. |
9. The shares were held of record by The Schaepe-Chiu Living Trust Dated November 5, 1997, for which Christopher J. Schaepe serves as co-trustee. |
10. The shares were held of record by Nieh Family Investments LP - Fund 3. Peter Nieh serves as co-trustee of the general partner of such entity. |
11. The shares were held of record by Schaepe-Chiu Investments I LP - Fund 2. Christopher J. Schaepe serves as co-trustee of the general partner of such entity. Mr. Mhatre is a director of the Issuer and files separate reports under Section 16 with respect to his beneficial ownership of Issuer securities held by the Lightspeed entities. |
LIGHTSPEED VENTURE PARTNERS VII, L.P. By: Lightspeed General Partner VII, L.P., its general partner By: Lightspeed Ultimate General Partner VII, Ltd., its general partner By: /s/ Ravi Mhatre | 05/03/2018 | |
LIGHTSPEED GENERAL PARTNER VII, L.P. By: Lightspeed Ultimate General Partner VII, Ltd., its general partner By: /s/ Ravi Mhatre | 05/03/2018 | |
LIGHTSPEED ULTIMATE GENERAL PARTNER VII, LTD. By: /s/ Ravi Mhatre | 05/03/2018 | |
BARRY EGGERS By: /s/ Barry Eggers | 05/03/2018 | |
PETER NIEH By: /s/ Peter Nieh | 05/03/2018 | |
CHRISTOPHER J. SCHAEPE By: /s/ Christopher J. Schaepe | 05/03/2018 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |