0001209191-14-044420.txt : 20140630
0001209191-14-044420.hdr.sgml : 20140630
20140630170746
ACCESSION NUMBER: 0001209191-14-044420
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20140630
FILED AS OF DATE: 20140630
DATE AS OF CHANGE: 20140630
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: Orfao David J
CENTRAL INDEX KEY: 0001540849
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36516
FILM NUMBER: 14949836
MAIL ADDRESS:
STREET 1: C/O GENERAL CATALYST PARTNERS
STREET 2: 20 UNIVERSITY RD., 4TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02138
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2014-06-30
0
0001328015
Imprivata Inc
IMPR
0001540849
Orfao David J
20 CAMBRIDGE ROAD, 4TH FLOOR
CAMBRIDGE
MA
02138
1
0
1
0
Common Stock
2014-06-30
4
C
0
4304957
A
4304957
I
By General Catalyst Group II, L.P.
Common Stock
2014-06-30
4
C
0
160121
A
160121
I
By GC Entrepreneurs Fund II, L.P.
Common Stock
2014-06-30
4
P
0
10000
13.95
A
10000
D
Series A Convertible Preferred Stock
2014-06-30
4
C
0
2400642
D
Common Stock
2400642
0
I
By General Catalyst Group II, L.P.
Series B Convertible Preferred Stock
2014-06-30
4
C
0
1164614
D
Common Stock
1164614
0
I
By General Catalyst Group II, L.P.
Series C Convertible Preferred Stock
2014-06-30
4
C
0
739701
D
Common Stock
739701
0
I
By General Catalyst Group II, L.P.
Series A Convertible Preferred Stock
2014-06-30
4
C
0
88279
D
Common Stock
88279
0
I
By GC Entrepreneurs Fund II, L.P.
Series B Convertible Preferred Stock
2014-06-30
4
C
0
43936
D
Common Stock
43936
0
I
By GC Entrepreneurs Fund II, L.P.
Series C Convertible Preferred Stock
2014-06-30
4
C
0
27906
D
Common Stock
27906
0
I
By GC Entrepreneurs Fund II, L.P.
The Series A, B and C Convertible Preferred Stock converted 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 directly by General Catalyst Group II, L.P. and GC Entrepreneurs Fund II, L.P. General Catalyst GP II, LLC is the general partner of General Catalyst Partners II, L.P., which is the general partner of each of GC Entrepreneurs Fund II, L.P and General Catalyst Group II, L.P. The Reporting Person is one of the managing directors of General Catalyst GP II, LLC and may be deemed the indirect beneficial owner of the shares held of record by GC Entrepreneurs Fund II, L.P and General Catalyst Group II, L.P. The Reporting Person disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. This report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
/s/ John Milton
2014-06-30
EX-24.4_529632
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY
The undersigned hereby constitutes and appoints each of Jeffrey Kalowski, John
Milton and Jeffrey Kowalski and, signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Imprivata, Inc. (the "Company"), from time to
time the following U.S. Securities and Exchange Commission ("SEC") forms: (i)
Form ID, including any attached documents, to effect the assignment of codes to
the undersigned to be used in the transmission of information to the SEC using
the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of
Securities, including any attached documents; (iii) Form 4, Statement of
Changes in Beneficial Ownership of Securities, including any attached documents;
(iv) Form 5, Annual Statement of Beneficial Ownership of Securities in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder, including any attached documents; (v)
Schedule 13D and (vi) amendments of each thereof, in accordance with the
Securities Exchange Act of 1934, as amended, and the rules thereunder, including
any attached documents;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
Schedule 13D or any amendment(s) thereto, and timely file such form(s) with the
SEC and any securities exchange, national association or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact, acting singly,
full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees
to indemnify the attorney in fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorney-in fact.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of May 28th, 2014.
Signature:/s/ David Orfao
Name: David Orfao