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
YuMe Inc [ YUME ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/12/2013 | ||||||||||||||||||||||||||
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 | 08/12/2013 | C | 17,436 | A | (1) | 89,513 | D(4) | |||
Common Stock | 08/12/2013 | C | 2,205,864 | A | (1) | 2,295,377 | D(4) | |||
Common Stock | 08/12/2013 | C | 533,028 | A | (2) | 2,828,405 | D(4) | |||
Common Stock | 08/12/2013 | C | 529,878 | A | (1) | 3,358,283 | D(4) | |||
Common Stock | 08/12/2013 | C | 810,215 | A | (3) | 4,168,498 | D(4) | |||
Common Stock | 08/12/2013 | C | 1,848 | A | (1) | 9,536 | I | By Accel IX Strategic Partners L.P.(5) | ||
Common Stock | 08/12/2013 | C | 234,999 | A | (1) | 244,535 | I | By Accel IX Strategic Partners L.P.(5) | ||
Common Stock | 08/12/2013 | C | 56,785 | A | (2) | 301,320 | I | By Accel IX Strategic Partners L.P.(5) | ||
Common Stock | 08/12/2013 | C | 56,450 | A | (1) | 357,770 | I | By Accel IX Strategic Partners L.P.(5) | ||
Common Stock | 08/12/2013 | C | 86,315 | A | (3) | 444,085 | I | By Accel IX Strategic Partners L.P.(5) | ||
Common Stock | 08/12/2013 | C | 1,640 | A | (1) | 8,461 | I | By Accel Investors 2006 L.L.C.(6) | ||
Common Stock | 08/12/2013 | C | 208,505 | A | (1) | 216,966 | I | By Accel Investors 2006 L.L.C.(6) | ||
Common Stock | 08/12/2013 | C | 50,383 | A | (2) | 267,349 | I | By Accel Investors 2006 L.L.C.(6) | ||
Common Stock | 08/12/2013 | C | 50,086 | A | (1) | 317,435 | I | By Accel Investors 2006 L.L.C.(6) | ||
Common Stock | 08/12/2013 | C | 76,584 | A | (3) | 394,019 | I | By Accel Investors 2006 L.L.C.(6) |
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 A-1 Convertible Preferred Stock | (1) | 08/12/2013 | C | 104,075 | (1) | (1) | Common Stock | 17,346 | (1) | 0 | D(4) | ||||
Series A-2 Convertible Preferred Stock | (1) | 08/12/2013 | C | 13,235,185 | (1) | (1) | Common Stock | 2,205,864 | (1) | 0 | D(4) | ||||
Series B Convertible Preferred Stock | (2) | 08/12/2013 | C | 2,983,305 | (2) | (2) | Common Stock | 533,028 | (2) | 0 | D(4) | ||||
Series C Convertible Preferred Stock | (1) | 08/12/2013 | C | 3,179,267 | (1) | (1) | Common Stock | 529,878 | (1) | 0 | D(4) | ||||
Series D Convertible Preferred Stock | (3) | 08/12/2013 | C | 4,846,670 | (3) | (3) | Common Stock | 810,215 | (3) | 0 | D(4) | ||||
Series A-1 Convertible Preferred Stock | (1) | 08/12/2013 | C | 11,087 | (1) | (1) | Common Stock | 1,848 | (1) | 0 | I | By Accel IX Strategic Partners L.P.(5) | |||
Series A-2 Convertible Preferred Stock | (1) | 08/12/2013 | C | 1,409,994 | (1) | (1) | Common Stock | 234,999 | (1) | 0 | I | By Accel IX Strategic Partners L.P.(5) | |||
Series B Convertible Preferred Stock | (2) | 08/12/2013 | C | 317,823 | (2) | (2) | Common Stock | 56,785 | (2) | 0 | I | By Accel IX Strategic Partners L.P.(5) | |||
Series C Convertible Preferred Stock | (1) | 08/12/2013 | C | 338,698 | (1) | (1) | Common Stock | 56,450 | (1) | 0 | I | By Accel IX Strategic Partners L.P.(5) | |||
Series D Convertible Preferred Stock | (3) | 08/12/2013 | C | 516,333 | (3) | (3) | Common Stock | 86,315 | (3) | 0 | I | By Accel IX Strategic Partners L.P.(5) | |||
Series A-1 Convertible Preferred Stock | (1) | 08/12/2013 | C | 9,838 | (1) | (1) | Common Stock | 1,640 | (1) | 0 | I | By Accel Investors 2006 L.L.C.(6) | |||
Series A-2 Convertible Preferred Stock | (1) | 08/12/2013 | C | 1,251,032 | (1) | (1) | Common Stock | 208,505 | (1) | 0 | I | By Accel Investors 2006 L.L.C.(6) | |||
Series B Convertible Preferred Stock | (2) | 08/12/2013 | C | 281,991 | (2) | (2) | Common Stock | 50,383 | (2) | 0 | I | By Accel Investors 2006 L.L.C.(6) | |||
Series C Convertible Preferred Stock | (1) | 08/12/2013 | C | 300,514 | (1) | (1) | Common Stock | 50,086 | (1) | 0 | I | By Accel Investors 2006 L.L.C.(6) | |||
Series D Convertible Preferred Stock | (3) | 08/12/2013 | C | 458,123 | (3) | (3) | Common Stock | 76,584 | (3) | 0 | I | By Accel Investors 2006 L.L.C.(6) |
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. Each share of Series A-1, Series A-2, and Series C Convertible Preferred Stock converted into 0.1666666667 shares of the Issuer's common stock upon completion of the Issuer's initial public offering, and had no expiration date. This conversion ratio reflects an adjustment following a 1-for-6 reverse stock split effected by the Issuer on July 24, 2013. All shares of common stock (including fractions thereof) issued upon conversion were aggregated for each stockholder. No fractional share was issued upon the conversion of any share or shares of Preferred Stock. |
2. Each share of Series B Convertible Preferred Stock converted into 0.1786704776 shares of the Issuer's common stock upon completion of the Issuer's initial public offering, and has no expiration date. This conversion ratio reflects an adjustment following a 1-for-6 reverse stock split effected by the Issuer on July 24, 2013. All shares of common stock (including fractions thereof) issued upon conversion were aggregated for each stockholder. No fractional share was issued upon the conversion of any share or shares of Preferred Stock. |
3. Each share of Series D Convertible Preferred Stock converted into 0.1671693477 shares of the Issuer's common stock upon completion of the Issuer's initial public offering, and had no expiration date. This conversion ratio reflects an adjustment following a 1-for-6 reverse stock split effected by the Issuer on July 24, 2013. All shares of common stock (including fractions thereof) issued upon conversion were aggregated for each stockholder. No fractional share was issued upon the conversion of any share or shares of Preferred Stock. |
4. Accel IX Associates L.L.C. ("A9A"), which is the General Partner of Accel IX L.P. ("Accel IX"), has sole voting and investment power over the securities held by Accel IX. A9A disclaims beneficial ownership over such securities except to the extent of its pecuniary interest therein. In addition, each of Kevin Efrusy, Ping Li (who is a director of the Issuer) Arthur C. Patterson, Theresia Gouw and James W. Breyer is a Managing Member of A9A and may be deemed to share voting and investment power over the shares held of record by Accel IX. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
5. A9A, which is the General Partner of Accel IX Strategic Partners L.P. ("Accel SP"), has sole voting and investment power over the securities held by Accel SP. A9A disclaims beneficial ownership over such securities except to the extent of its pecuniary interest therein. In addition, each of Kevin Efrusy, Ping Li (who is a director of the Issuer), Arthur C. Patterson, Theresia Gouw and James W. Breyer, is a Managing Member of A9A and may be deemed to share voting and investment power over the shares held of record by Accel SP. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his or her pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
6. James W. Breyer, Kevin J. Efrusy, Ping Li (a director of the Issuer), Arthur C. Patterson and Theresia Gouw are the managing members of Accel Investors 2006 L.L.C. ("AI2006") and share the voting and investment powers over the shares held by AI2006. Each managing member disclaims beneficial ownership except to the extent of his or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. |
Remarks: |
/s/ Tracy L. Sedlock as attorney-in-fact for the Reporting Persons | 08/12/2013 | |
** 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. |