0001209191-14-043415.txt : 20140627 0001209191-14-043415.hdr.sgml : 20140627 20140624190838 ACCESSION NUMBER: 0001209191-14-043415 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140624 FILED AS OF DATE: 20140624 DATE AS OF CHANGE: 20140624 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Imprivata Inc CENTRAL INDEX KEY: 0001328015 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 BUSINESS ADDRESS: STREET 1: 19 MAGUIRE RD SUITE 232 CITY: LEXINGTON STATE: MA ZIP: 02421 BUSINESS PHONE: 781-674-2700 MAIL ADDRESS: STREET 1: 19 MAGUIRE RD SUITE 232 CITY: LEXINGTON STATE: MA ZIP: 02421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Catalyst GP II, LLC CENTRAL INDEX KEY: 0001550974 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938464 BUSINESS ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Catalyst Group II, L.P. CENTRAL INDEX KEY: 0001549856 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938465 BUSINESS ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cutler Joel E CENTRAL INDEX KEY: 0001337122 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938466 MAIL ADDRESS: STREET 1: C/O GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fialkow David P CENTRAL INDEX KEY: 0001337220 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938467 MAIL ADDRESS: STREET 1: C/O GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD, SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: General Catalyst Partners II, L.P. CENTRAL INDEX KEY: 0001554486 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938469 BUSINESS ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GC Entrepreneurs Fund II, L.P. CENTRAL INDEX KEY: 0001549855 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36516 FILM NUMBER: 14938468 BUSINESS ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 617-234-7000 MAIL ADDRESS: STREET 1: GENERAL CATALYST PARTNERS STREET 2: 20 UNIVERSITY ROAD; SUITE 450 CITY: CAMBRIDGE STATE: MA ZIP: 02138 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2014-06-24 0 0001328015 Imprivata Inc IMPR 0001549856 General Catalyst Group II, L.P. C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001550974 General Catalyst GP II, LLC C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001554486 General Catalyst Partners II, L.P. C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001549855 GC Entrepreneurs Fund II, L.P. C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001337220 Fialkow David P C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 0001337122 Cutler Joel E C/O GENERAL CATALYST PARTNERS 20 CAMBRIDGE ROAD, 4TH FLOOR CAMBRIDGE MA 02138 0 0 1 0 Series A Convertible Preferred Stock Common Stock 2400642 D Series B Convertible Preferred Stock Common Stock 1164614 D Series C Convertible Preferred Stock Common Stock 739701 D Series A Convertible Preferred Stock Common Stock 88279 D Series B Convertible Preferred Stock Common Stock 43936 D Series C Convertible Preferred Stock Common Stock 27906 D The Series A, B and C Convertible Preferred Stock is convertible at any time at the option of the holder, and will automatically convert into shares of Common Stock on a 1.5-for-1 basis upon the closing of the Issuer's initial public offering. The securities have no expiration date. The shares are held by General Catalyst Group II, L.P. ("GCG II"). General Catalyst GP II, LLC ("GC II LLC") is the general partner of General Catalyst Partners II, L.P. ("GC II LP"), which is the general partner of GCG II. Each of GC II LLC and GC II LP disclaims beneficial ownership of the shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares, except to the extent of its pecuniary interest, if any, in the shares. Each of David Fialkow, David Orfao, and Joel Cutler is a Managing Director of GC II LLC and may be deemed to share voting and dispositive power of the shares held by GCG II. Each of the Managing Directors disclaims beneficial ownership of such shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the shares. The shares are held by GC Entrepreneurs Fund II, L.P. ("GC EF II"). GC II LLC is the general partner of GC II LP, which is the general partner of GC EF II. Each of GC II LLC and GC II LP disclaims beneficial ownership of the shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares, except to the extent of its pecuniary interest, if any, in the shares. Each of David Fialkow, David Orfao, and Joel Cutler is a Managing Director of GC II LLC and may be deemed to share voting and dispositive power of the shares held by GC EF II. Each of the Managing Directors disclaims beneficial ownership of such shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any, in the shares. General Catalyst Group II, L.P., By: General Catalyst Partners II, L.P., its General Partner, By: General Catalyst GP II, LLC, its General Partner, /s/ William J. Fitzgerald, CFO/COO & Managing Director 2014-06-24 General Catalyst GP II, LLC, /s/ William J. Fitzgerald, CFO/COO & Managing Director 2014-06-24 General Catalyst Partners II, L.P., By: General Catalyst GP II, LLC, its General Partner, /s/ William J. Fitzgerald, CFO/COO & Managing Director 2014-06-24 GC Entrepreneurs Fund II, L.P., By: General Catalyst Partners II, L.P., its General Partner, By: General Catalyst GP II, LLC, its General Partner, /s/ William J. Fitzgerald, CFO/COO & Managing Director 2014-06-24 /s/ David Fialkow 2014-06-24 /s/ Joel Cutler 2014-06-24