0001104659-16-141435.txt : 20160825 0001104659-16-141435.hdr.sgml : 20160825 20160825180440 ACCESSION NUMBER: 0001104659-16-141435 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160823 FILED AS OF DATE: 20160825 DATE AS OF CHANGE: 20160825 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: OpenView Venture Partners LP CENTRAL INDEX KEY: 0001379301 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161852462 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 AFFILIATES FUND LP CENTRAL INDEX KEY: 0001381678 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161852460 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 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: 161852463 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 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: 161852464 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: Maxwell Scott Marcil CENTRAL INDEX KEY: 0001544537 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 161852461 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: 161852465 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 2016-08-23 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 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 0001381678 OPENVIEW AFFILIATES FUND LP 303 CONGRESS STREET, 7TH FLOOR BOSTON MA 02210 0 0 1 0 Common Stock 2016-08-23 4 S 0 305 24.0502 D 113104 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-23 4 S 0 460 24.0502 D 170418 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-23 4 S 0 6190 24.0502 D 2295162 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-23 4 S 0 6036 24.0502 D 2237847 I By OpenView Venture Partners, L.P. Common Stock 2016-08-24 4 S 0 289 24.1123 D 112815 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-24 4 S 0 435 24.1123 D 169983 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-24 4 S 0 5858 24.1123 D 2289304 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-24 4 S 0 5711 24.1123 D 2232136 I By OpenView Venture Partners, L.P. Common Stock 2016-08-25 4 S 0 52 24.1386 D 112763 I By OpenView Affiliates Fund II, L.P. Common Stock 2016-08-25 4 S 0 78 24.1386 D 169905 I By OpenView Affiliates Fund, L.P. Common Stock 2016-08-25 4 S 0 1048 24.1386 D 2288256 I By OpenView Venture Partners II, L.P. Common Stock 2016-08-25 4 S 0 1022 24.1386 D 2231114 I By OpenView Venture Partners, L.P. On August 23, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 305 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 23, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 460 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 23, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 6,190 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 23, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 6,036 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 $24.06. 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 24, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 289 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 24, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 435 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 24, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 5,858 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 24, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 5,711 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 $24.19. 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 25, 2016 OpenView Affiliates Fund II, L.P. ("OAF II LP"), a venture capital partnership, sold 52 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 25, 2016 OpenView Affiliates Fund, L.P. ("OAF LP"), a venture capital partnership, sold 78 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 25, 2016, OpenView Venture Partners II, L.P. ("OVP II LP"), a venture capital partnership, sold 1048 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 25, 2016, OpenView Venture Partners, L.P. ("OVP LP"), a venture capital partnership, sold 1022 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 $24.10 to $24.31. 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 2016-08-25 /s/ Scott M. Maxwell, sole manager of OpenView Management, LLC 2016-08-25 /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. 2016-08-25 /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. 2016-08-25 /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. 2016-08-25 /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. 2016-08-25