0001104659-16-139829.txt : 20160815 0001104659-16-139829.hdr.sgml : 20160815 20160815185420 ACCESSION NUMBER: 0001104659-16-139829 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160811 FILED AS OF DATE: 20160815 DATE AS OF CHANGE: 20160815 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INSTRUCTURE INC CENTRAL INDEX KEY: 0001355754 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6330 SOUTH 3000 EAST, SUITE 700 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: (800) 203-6755 MAIL ADDRESS: STREET 1: 6330 SOUTH 3000 EAST, SUITE 700 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Maxwell Scott Marcil CENTRAL INDEX KEY: 0001544537 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834331 MAIL ADDRESS: STREET 1: 303 CONGRESS STREET STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OpenView Venture Partners LP CENTRAL INDEX KEY: 0001379301 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834332 BUSINESS ADDRESS: STREET 1: 303 CONGRESS ST STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-478-7500 MAIL ADDRESS: STREET 1: 303 CONGRESS ST STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 FORMER NAME: FORMER CONFORMED NAME: OpenView Venture Partner LP DATE OF NAME CHANGE: 20151106 FORMER NAME: FORMER CONFORMED NAME: Open View Venture Partner L P DATE OF NAME CHANGE: 20061027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OPENVIEW VENTURE PARTNERS II LP CENTRAL INDEX KEY: 0001447315 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834333 BUSINESS ADDRESS: STREET 1: 303 CONGRESS STREET STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-478-7500 MAIL ADDRESS: STREET 1: 303 CONGRESS STREET STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OPENVIEW AFFILIATES FUND LP CENTRAL INDEX KEY: 0001381678 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834334 BUSINESS ADDRESS: STREET 1: 303 CONGRESS ST STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-478-7500 MAIL ADDRESS: STREET 1: 303 CONGRESS ST STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 FORMER NAME: FORMER CONFORMED NAME: OPEN VIEW AFFILSTES FUND L P DATE OF NAME CHANGE: 20061120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OPENVIEW AFFILIATES FUND II LP CENTRAL INDEX KEY: 0001449197 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834335 BUSINESS ADDRESS: STREET 1: 303 CONGRESS STREET STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-478-7500 MAIL ADDRESS: STREET 1: 303 CONGRESS STREET STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OpenView Management, LLC CENTRAL INDEX KEY: 0001658115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161834336 BUSINESS ADDRESS: STREET 1: C/O OPENVIEW VENTURE PARTNERS STREET 2: 303 CONGRESS STREET, 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-478-7500 MAIL ADDRESS: STREET 1: C/O OPENVIEW VENTURE PARTNERS STREET 2: 303 CONGRESS STREET, 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02210 4 1 a4.xml 4 X0306 4 2016-08-11 0 0001355754 INSTRUCTURE INC INST 0001658115 OpenView Management, LLC 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 0001449197 OPENVIEW AFFILIATES FUND II LP 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 0001381678 OPENVIEW AFFILIATES FUND LP 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 0001447315 OPENVIEW VENTURE PARTNERS II LP 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 0001379301 OpenView Venture Partners LP 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 0001544537 Maxwell Scott Marcil 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 Common Stock 2016-08-11 4 S 0 989 24.2833 D 115323 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-11 4 S 0 1490 24.2833 D 173761 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-11 4 S 0 20061 24.2833 D 2340190 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-11 4 S 0 19560 24.2833 D 2281752 I By OpenView Venture Partners, L.P. Common Stock 2016-08-12 4 S 0 1585 24.3237 D 113738 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-12 4 S 0 2388 24.3237 D 171373 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-12 4 S 0 32165 24.3237 D 2308025 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-12 4 S 0 31362 24.3237 D 2250390 I By OpenView Venture Partners, L.P. Common Stock 2016-08-15 4 S 0 329 24.1010 D 113409 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-15 4 S 0 495 24.1010 D 170878 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-15 4 S 0 6673 24.1010 D 2301352 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-15 4 S 0 6507 24.1010 D 2243883 I By OpenView Venture Partners, L.P. On August 11, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 989 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OAF II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 11, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 1,490 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OAF LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 11, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 20,061 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OVP II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 11, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 19,560 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OVP LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.04 to $24.51. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price. On August 12, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 1,585 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OAF II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 12, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 2,388 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OAF LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 12, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 32,165 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OVP II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 12, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 31,362 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OVP LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.25 to $24.47. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price. On August 15, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 329 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OAF II LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OAF II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 15, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 495 shares of Common Stock of the Issuer. OpenView General Partner L.P. ("OGP LP") is the general partner of OAF LP. OpenView Management, LLC ("OVM LLC") is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OAF LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 15, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 6,673 shares of Common Stock of the Issuer. OpenView General Partner II, L.P. ("OGP II LP") is the general partner of OVP II LP. OVM LLC is the general partner of OGP II LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP II LP disclaims beneficial ownership of all shares held by OVP II LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. On August 15, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 6,507 shares of Common Stock of the Issuer. OpenView General Partner, L.P. ("OGP LP") is the general partner of OVP LP. OVM LLC is the general partner of OGP LP. Scott M. Maxwell is the sole manager of OVM LLC. Scott M. Maxwell and each of OVM LLC and OGP LP disclaims beneficial ownership of all shares held by OVP LP except to the extent, if any, of his or such entity's, as applicable, pecuniary interest therein. The price reported represents the weighted average sale price of the shares sold. The prices of the shares sold in the Reported Transaction ranged from $24.05 to $24.37. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price. /s/ Scott M. Maxwell 2016-08-15 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC 2016-08-15 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC, the general partner of OpenView General Partner II, L.P., the general partner of OpenView Affiliates Fund II, L.P. 2016-08-15 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC, the general partner of OpenView General Partner, L.P., the general partner of OpenView Affiliates Fund, L.P. 2016-08-15 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC, the general partner of OpenView General Partner, L.P., the general partner of OpenView Venture Partners, L.P. 2016-08-15 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC, the general partner of OpenView General Partner II, L.P., the general partner of OpenView Venture Partners II, L.P. 2016-08-15