0001104659-14-009907.txt : 20140214 0001104659-14-009907.hdr.sgml : 20140214 20140214060034 ACCESSION NUMBER: 0001104659-14-009907 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140214 GROUP MEMBERS: ALLOY VENTURES 2005, LLC GROUP MEMBERS: AMMAR HANAFI GROUP MEMBERS: CRAIG TAYLOR GROUP MEMBERS: DANIEL RUBIN GROUP MEMBERS: DOUGLAS KELLY GROUP MEMBERS: JOHN SHOCH GROUP MEMBERS: MICHAEL HUNKAPILLER GROUP MEMBERS: TONY DI BONA SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAVENIR SYSTEMS INC CENTRAL INDEX KEY: 0001361470 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87810 FILM NUMBER: 14609260 BUSINESS ADDRESS: STREET 1: 1700 INTERNATIONAL PARKWAY, SUITE 200 CITY: RICHARSON STATE: TX ZIP: 75081 BUSINESS PHONE: 469-916-4393 MAIL ADDRESS: STREET 1: 1700 INTERNATIONAL PARKWAY, SUITE 200 CITY: RICHARSON STATE: TX ZIP: 75081 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALLOY VENTURES 2005 LP CENTRAL INDEX KEY: 0001333202 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 400 HAMILTON AVENUE STREET 2: 4TH FLOOR CITY: PALO ALTO STATE: CA ZIP: 94301 BUSINESS PHONE: 6506875000 MAIL ADDRESS: STREET 1: 400 HAMILTON AVENUE STREET 2: 4TH FLOOR CITY: PALO ALTO STATE: CA ZIP: 94301 SC 13G 1 a14-5951_1sc13g.htm SC 13G

 

 

UNITED STATES

 

 

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.     )*

 

Mavenir Systems, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

577675101

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

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

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 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).

 


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Ventures 2005, L.P.

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
PN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

2


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Alloy Ventures 2005, LLC

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
OO

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

3


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Craig Taylor

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

4


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
John Shoch

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

5


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Douglas Kelly

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

6


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Tony Di Bona

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
California, United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

7


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Daniel Rubin

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

8


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Ammar Hanafi

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
5,000 shares (2)

 

6

Shared Voting Power
3,050,605  shares of Common Stock (3)

 

7

Sole Dispositive Power
5,000 shares (2)

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (3)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,055,605 shares of Common Stock (2)(3)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (4)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)     Includes 5,000 shares held by Hanafi directly.

(3)   Includes 3,050,605 shares held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

(4)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

9


 

CUSIP No. 577675101

13 G

 

 

 

1

Names of Reporting Persons.
Michael Hunkapiller

 

 

2

Check the Appropriate Box if a Member of a Group*

 

 

(a)

o

 

 

(b)

x (1)

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5

Sole Voting Power
0 shares

 

6

Shared Voting Power
3,050,605  shares of Common Stock (2)

 

7

Sole Dispositive Power
0 shares

 

8

Shared Dispositive Power
3,050,605  shares of Common Stock (2)

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,605 shares of Common Stock (2)

 

 

10

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*   o

 

 

11

Percent of Class Represented by Amount in Row 9
13.1% (3)

 

 

12

Type of Reporting Person*
IN

 

(1)   This Schedule 13G is filed by Alloy Ventures 2005, L.P., a California limited partnership (“Ventures”), Alloy Ventures 2005, LLC, a California limited liability company (“GP 2005”), Craig Taylor (“Taylor”), John Shoch (“Shoch”), Douglas Kelly (“Kelly”), Tony Di Bona (“Di Bona”), Daniel Rubin (“Rubin”), Ammar Hanafi (“Hanafi”) and Michael Hunkapiller (“Hunkapiller” and together with Ventures, GP 2005, Taylor, Shoch, Kelly, Di Bona, Rubin and Hanafi, collectively, the “Reporting Persons”).  The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.  

 (2)   The shares are held by Ventures. GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 (3)   This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

10


 

Introductory Note: This Statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.001 per share (“Common Stock”), of Mavenir Systems, Inc.  (the “Issuer”).

 

Item 1

 

(a)

Name of Issuer:
Mavenir Systems, Inc.

 

 

Address of Issuer’s Principal Executive Offices:
1700 International Parkway, Suite 200
Richardson, TX 75081

 

Item 2

 

(a)

Name of Person(s) Filing:

Alloy Ventures 2005, L.P. (“Ventures”)
Alloy Ventures 2000, LLC (“GP 2005”)
Craig Taylor (“Taylor”)
John Shoch (“Shoch”)
Douglas Kelly (“Kelly”)
Tony Di Bona (“Di Bona”)
Daniel Rubin (“Rubin”)
Ammar Hanafi (“Hanafi”)
Michael Hunkapiller (“Hunkapiller”)

 

(b)

Address of Principal Business Office:
c/o Alloy Ventures
400 Hamilton, 4th Floor
Palo Alto, CA 94301

 

(b)

Citizenship:

 

 

Entities:

Ventures

-

California, United States of America

 

 

GP 2005

-

California, United States of America

 

 

 

 

 

 

Individuals:

Taylor

-

United States of America

 

 

Shoch

-

United States of America

 

 

Kelly

-

United States of America

 

 

Di Bona

-

United States of America

 

 

Rubin

-

United States of America

 

 

Hanafi

-

United States of America

 

 

Hunkapiller

-

United States of America

 

 

(d)

Title of Class of Securities:
Common Stock

 

(e)

CUSIP Number:
577675101

 

Item 3

Not applicable.

 

11


 

Item 4                                    Ownership.

 

The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2013:

 

Reporting Persons

 

Shares Held
Directly

 

Sole Voting
Power

 

Shared
Voting
Power

 

Sole
Dispositive
Power

 

Shared
Dispositive
Power

 

Beneficial
Ownership

 

Percentage
of Class (1)

 

Ventures

 

3,050,605

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

GP 2005

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Taylor

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Shoch

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Kelly

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Di Bona

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Rubin

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

Hanafi

 

5,000

 

5,000

 

3,050,605

 

5,000

 

3,050,605

 

3,055,605

 

13.1

%

Hunkapiller

 

0

 

0

 

3,050,605

 

0

 

3,050,605

 

3,050,605

 

13.1

%

 

GP 2005 serves as the sole general partner of Ventures and owns no securities of the Issuer directly.  Taylor, Shoch, Kelly, Di Bona, Rubin, Hanafi and Hunkapiller are managing directors of GP 2005 and share voting and dispositive power over the shares held by Ventures; however, they disclaim beneficial ownership of the shares held by Ventures except to the extent of their pecuniary interests therein.

 

(1)  This percentage is calculated based upon 23,274,023 shares of Common Stock outstanding as of December 2, 2013 as set forth in the Issuer’s most recent 10-Q filed with the Securities and Exchange Commission on December 18, 2013.

 

Item 5                                    Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following:      o

 

Item 6                                    Ownership of More Than Five Percent on Behalf of Another Person.

 

See Items 2(a) and 4.

 

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.

 

12


 

SIGNATURE

 

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.

 

Dated: February 14, 2014

 

Alloy Ventures 2005, L.P.

 

By: Alloy Ventures 2005, LLC

 

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona  - attorney-in-fact

 

 

Managing Director

 

 

 

 

 

Alloy Ventures 2005, LLC

 

 

 

By:

/s/ Tony Di Bona  - attorney-in-fact

 

 

Managing Director

 

 

 

 

 

/s/ Craig Taylor

 

Craig Taylor

 

 

 

 

 

/s/ John Shoch

 

John Shoch

 

 

 

 

 

/s/ Douglas Kelly

 

Douglas Kelly

 

 

 

 

 

/s/ Tony Di Bona

 

Tony Di Bona

 

 

 

 

 

/s/ Daniel Rubin

 

Daniel Rubin

 

 

 

 

 

/s/ Ammar Hanafi

 

Ammar Hanafi

 

 

 

 

 

/s/ Michael Hunkapiller

 

Michael Hunkapiller

 

 

13


 

Exhibit(s):

 

A - Joint Filing Statement

 

14


 

EXHIBIT A

 

JOINT FILING STATEMENT

 

We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of Mavenir Systems, Inc.  is filed on behalf of each of us.

 

Dated: February 14, 2014

 

Alloy Ventures 2005, L.P.

 

By: Alloy Ventures 2005, LLC

 

Its: General Partner

 

 

 

By:

/s/ Tony Di Bona  - attorney-in-fact

 

 

Managing Director

 

 

 

 

 

Alloy Ventures 2005, LLC

 

 

 

By:

/s/ Tony Di Bona  - attorney-in-fact

 

 

Managing Director

 

 

 

 

 

/s/ Craig Taylor

 

Craig Taylor

 

 

 

 

 

/s/ John Shoch

 

John Shoch

 

 

 

 

 

/s/ Douglas Kelly

 

Douglas Kelly

 

 

 

 

 

/s/ Tony Di Bona

 

Tony Di Bona

 

 

 

 

 

/s/ Daniel Rubin

 

Daniel Rubin

 

 

 

 

 

/s/ Ammar Hanafi

 

Ammar Hanafi

 

 

 

 

 

/s/ Michael Hunkapiller

 

Michael Hunkapiller

 

 

15