0000899243-16-015922.txt : 20160314 0000899243-16-015922.hdr.sgml : 20160314 20160314182556 ACCESSION NUMBER: 0000899243-16-015922 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160310 FILED AS OF DATE: 20160314 DATE AS OF CHANGE: 20160314 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: 2U, Inc. CENTRAL INDEX KEY: 0001459417 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 262335939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8201 CORPORATE DRIVE, SUITE 110 CITY: LANDOVER STATE: MD ZIP: 20785 BUSINESS PHONE: (301) 892-4350 MAIL ADDRESS: STREET 1: 8201 CORPORATE DRIVE, SUITE 110 CITY: LANDOVER STATE: MD ZIP: 20785 FORMER COMPANY: FORMER CONFORMED NAME: 2tor, Inc. DATE OF NAME CHANGE: 20090324 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Redpoint Associates III, LLC CENTRAL INDEX KEY: 0001441299 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36376 FILM NUMBER: 161505093 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2 SUITE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 926-5600 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2 SUITE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: REDPOINT VENTURES III LP CENTRAL INDEX KEY: 0001353575 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36376 FILM NUMBER: 161505094 BUSINESS ADDRESS: STREET 1: REDPOINT VENTURES STREET 2: 3000 SAND HILL ROAD BLDG 2 STE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6509265600 MAIL ADDRESS: STREET 1: REDPOINT VENTURES STREET 2: 3000 SAND HILL ROAD BLDG 2 STE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Redpoint Ventures III, LLC CENTRAL INDEX KEY: 0001441297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36376 FILM NUMBER: 161505095 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2 SUITE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 926-5600 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2 SUITE 290 CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-03-10 1 0001459417 2U, Inc. TWOU 0001441297 Redpoint Ventures III, LLC 3000 SAND HILL ROAD, BUILDING 2, SUITE 290 MENLO PARK CA 94025 0 0 1 0 0001353575 REDPOINT VENTURES III LP 3000 SAND HILL ROAD, BUILDING 2, SUITE 290 MENLO PARK CA 94025 0 0 1 0 0001441299 Redpoint Associates III, LLC 3000 SAND HILL ROAD, BUILDING 2, SUITE 290 MENLO PARK CA 94025 0 0 1 0 Common Stock 2016-03-10 4 J 0 1000000 0.00 D 4213598 I By Redpoint Ventures III, L.P. Common Stock 2016-03-10 4 J 0 38961 0.00 D 164165 I By Redpoint Associates III, LLC Common Stock 2016-03-10 4 J 0 307000 0.00 A 307000 I By Redpoint Ventures III, LLC Common Stock 2016-03-10 4 J 0 307000 0.00 D 0 I By Redpoint Ventures III, LLC Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Ventures III, L.P. ("RV III LP") effected following the close of the trading market on March 10, 2016 without consideration to its limited partners and its general partner, Redpoint Ventures III, LLC ("RV III LLC"). Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Associates III, LLC ("RA III") effected following the close of the trading market on March 10, 2016 without consideration to its members. Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the pro-rata in-kind distribution of Common Stock of the Issuer by RV III LP described in footnote 1. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by RV III LLC effected following the close of the trading market on March 10, 2016 without consideration to its members. RV III LLC serves as the general partner of RV III LP. RV III LLC and RA III are under common control. As such, RV III LLC has sole voting and investment control over the shares owned by RV III LP, and may be deemed to beneficially own the shares held by RA III and RV III LP. RV III LLC disclaims beneficial ownership of the shares reported herein, except to the extent of its pecuniary interest therein. REDPOINT VENTURES III, L.P., By: Redpoint Ventures III, LLC, Its: General Partner, By: /s/ Timothy M. Haley, Timothy M. Haley, Managing Director 2016-03-14 REDPOINT ASSOCIATES III, LLC, By: /s/ Timothy M. Haley, Timothy M. Haley, Manager 2016-03-14 REDPOINT VENTURES III, LLC, By: /s/ Timothy M. Haley, Timothy M. Haley, Managing Director 2016-03-14