0001144204-15-009853.txt : 20150218 0001144204-15-009853.hdr.sgml : 20150216 20150217141755 ACCESSION NUMBER: 0001144204-15-009853 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150217 GROUP MEMBERS: KLEINER PERKINS CAUFIELD & BYERS XI-B, L.P. GROUP MEMBERS: KPCB XI ASSOCIATES, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Intersect ENT, Inc. CENTRAL INDEX KEY: 0001271214 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 200280837 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88513 FILM NUMBER: 15620947 BUSINESS ADDRESS: STREET 1: 1555 ADAMS DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-641-2100 MAIL ADDRESS: STREET 1: 1555 ADAMS DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER COMPANY: FORMER CONFORMED NAME: SINEXUS INC DATE OF NAME CHANGE: 20031124 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS XI-A LP CENTRAL INDEX KEY: 0001455502 IRS NUMBER: 200744739 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-233-2750 MAIL ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 SC 13G 1 v401785_sc13g.htm SC 13G

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. _____)*

 

Intersect ENT, Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
46071F103
(CUSIP Number)
 
December 31, 2014
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨Rule 13d-1(b)

 

¨Rule 13d-1(c)

 

xRule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 

Page 1 of 9

Exhibit Index on Page 8

 

 
 

 

CUSIP # 46071F103 Page 2 of 9 

 

1 NAME OF REPORTING PERSONS          Kleiner Perkins Caufield & Byers XI-A, L.P. (“KPCB XI-A”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

3,112,232 shares, except that KPCB XI Associates, LLC (“Associates”), the general partner of KPCB XI-A, may be deemed to have sole power to vote these shares.

  6

SHARED VOTING POWER

See response to row 5.

  7

SOLE DISPOSITIVE POWER

3,112,232 shares, except that Associates, the general partner of KPCB XI-A, may be deemed to have sole power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,112,232
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.3%
12 TYPE OF REPORTING PERSON PN

 

 
 

 

CUSIP # 46071F103 Page 3 of 9 

 

1 NAME OF REPORTING PERSONS          Kleiner Perkins Caufield & Byers XI-B, L.P. (“KPCB XI-B”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

72,272 shares, except that Associates, the general partner of KPCB XI-B, may be deemed to have sole power to vote these shares.

  6

SHARED VOTING POWER

See response to row 5.

  7

SOLE DISPOSITIVE POWER

72,272 shares, except that Associates, the general partner of KPCB XI-B, may be deemed to have sole power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

72,272
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.3%
12 TYPE OF REPORTING PERSON PN

 

 
 

 

CUSIP # 46071F103 Page 4 of 9 

 

1 NAME OF REPORTING PERSONS          KPCB XI Associates, LLC
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)        ¨        (b)        x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY EACH

REPORTING

PERSON

WITH

5

SOLE VOTING POWER

3,184,504 shares, of which 3,112,232 are directly owned by KPCB XI-A and 72,272 are directly owned by KPCB XI-B. Associates, the general partner of KPCB XI-A and KPCB XI-B, may be deemed to have sole power to vote these shares.

  6

SHARED VOTING POWER

See response to row 5.

  7

SOLE DISPOSITIVE POWER

3,184,504 shares, of which 3,112,232 are directly owned by KPCB XI-A and 72,272 are directly owned by KPCB XI-B. Associates, the general partner of KPCB XI-A and KPCB XI-B, may be deemed to have sole power to dispose of these shares.

  8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,184,504
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

13.6%
12 TYPE OF REPORTING PERSON OO

 

 
 

 

CUSIP # 46071F103 Page 5 of 9 

 

ITEM 1(A).NAME OF ISSUER

 

Intersect ENT, Inc. (the “Issuer”)

 

ITEM 1(B).ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

 

1555 Adams Drive

Menlo Park, California 94025

 

ITEM 2(A).NAME OF PERSONS FILING

 

This Schedule is filed by Kleiner Perkins Caufield & Byers XI-A, L.P., a Delaware limited partnership, Kleiner Perkins Caufield & Byers XI-B, L.P., a Delaware limited partnership, and KPCB XI Associates, LLC, a Delaware limited liability company. The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

 

ITEM 2(B).ADDRESS OF PRINCIPAL OFFICE

 

The address for each of the Reporting Persons is:

 

c/o Kleiner Perkins Caufield & Byers

2750 Sand Hill Road

Menlo Park, California 94025

 

ITEM 2(C).CITIZENSHIP

 

See Row 4 of cover page for each Reporting Person.

 

ITEM 2(D).TITLE OF CLASS OF SECURITIES

 

Common Stock, $0.001 par value

 

ITEM 2(D)CUSIP NUMBER

 

46071F103

 

ITEM 3.If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

Not applicable.

 

ITEM 4.OWNERSHIP

 

The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of December 31, 2014:

 

(a)Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

 
 

 

CUSIP # 46071F103 Page 6 of 9 

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

ITEM 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 

Not applicable.

 

ITEM 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

 

Under certain circumstances set forth in the limited partnership agreement of the Reporting Persons, the general and limited partners of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by each such entity of which they are a partner.

 

ITEM 7.IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

 

Not applicable.

 

ITEM 8.IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

 

Not applicable

 

ITEM 9.NOTICE OF DISSOLUTION OF GROUP.

 

Not applicable

 

ITEM 10.CERTIFICATION.

 

Not applicable

 

 
 

 

CUSIP # 46071F103 Page 7 of 9 

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 11, 2015

 

  KLEINER PERKINS CAUFIELD & BYERS XI-A, L.P., a Delaware limited partnership
   
  By: KPCB XI ASSOCIATES, LLC, a Delaware limited liability company, its general partner
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel
     
  KLEINER PERKINS CAUFIELD & BYERS XI-B, L.P., a Delaware limited partnership
   
  By: KPCB XI ASSOCIATES, LLC, a Delaware limited liability company, its general partner
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel
     
  KPCB XI ASSOCIATES, LLC, a Delaware limited liability company
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel

 

 
 

 

CUSIP # 46071F103 Page 8 of 9 

 

EXHIBIT INDEX

 

    Found on
Sequentially
Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   9

 

 
 

 

CUSIP # 46071F103 Page 9 of 9 

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the common stock of the Issuer shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date: February 11, 2015

 

  KLEINER PERKINS CAUFIELD & BYERS XI-A, L.P., a Delaware limited partnership
   
  By: KPCB XI ASSOCIATES, LLC, a Delaware limited liability company, its general partner
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel
     
  KLEINER PERKINS CAUFIELD & BYERS XI-B, L.P., a Delaware limited partnership
   
  By: KPCB XI ASSOCIATES, LLC, a Delaware limited liability company, its general partner
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel
     
  KPCB XI ASSOCIATES, LLC, a Delaware limited liability company
     
  By: /s/ Paul Vronsky
    Paul Vronsky
    General Counsel