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
GLAUKOS Corp [ GKOS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/30/2015 | ||||||||||||||||||||||||||
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 | ||||||
Common Stock | 06/30/2015 | C | 2,972,501 | A | (1) | 2,972,501 | I | Through Meritech Capital Partners III L.P.(2) | ||
Common Stock | 06/30/2015 | C | 54,177 | A | (1) | 54,177 | I | Through Meritech Capital Affiliates III, L.P.(2) |
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 | ||||||||
Series E Convertible Preferred Stock | (1) | 06/30/2015 | C | 1,862,784 | (1) | (1) | Common Stock | 1,862,784 | $0(1) | 0 | I | Through Meritech Capital Partners III L.P.(2) | |||
Series E Convertible Preferred Stock | (1) | 06/30/2015 | C | 33,951 | (1) | (1) | Common Stock | 33,951 | $0(1) | 0 | I | Through Meritech Capital Affiliates III, L.P.(2) | |||
Series F Convertible Preferred Stock | (1) | 06/30/2015 | C | 1,109,717 | (1) | (1) | Common Stock | 1,109,717 | $0(1) | 0 | I | Through Meritech Capital Partners III L.P.(2) | |||
Series F Convertible Preferred Stock | (1) | 06/30/2015 | C | 20,226 | (1) | (1) | Common Stock | 20,226 | $0(1) | 0 | I | Through Meritech Capital Affiliates III, L.P.(2) |
Explanation of Responses: |
1. The shares of Series E Convertible Preferred Stock and Series F Convertible Preferred Stock automatically converted into shares of common stock on a 1:1 basis immediately prior to the consummation of Issuer's initial public offering ("IPO") and had no expiration date. |
2. Meritech Capital Associates III L.L.C., a Delaware limited liability company (''MCA III''), serves as the sole general partner of Meritech Capital Partners III L.P., a Delaware limited partnership (''MCP III'') and of Meritech Capital Affiliates III, L.P., a Delaware limited partnership (''MCAFF III''). Meritech Management Associates III L.L.C., a Delaware limited liability company (''MMA III'') is a managing member of MCA III. Paul S. Madera is a managing member of MMA III and shares voting and dispositive power over the shares held by MCP III, MCAFF III, MCA III and MMA III; however, he disclaims beneficial ownership of the shares held by such entities except to the extent of his pecuniary interests therein. Mr. Madera voluntarily resigned from the Issuer's Board of Directors effective upon consummation of the Issuer's IPO. |
Remarks: |
This report is one of two reports, each on a separate Form 4, but relating to the same transaction being filed by entities affiliated with Meritech Capital Partners and their associated managing members. |
By: /s/ Joel S. Backman, Attorney-in-Fact for above listed individual | 06/30/2015 | |
** 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. |