SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
Trupanion, Inc.
(Name of Issuer)
Common Stock Par Value $0.00001
(Title of Class of Securities)
898202106
(CUSIP Number)
December 31, 2014
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ 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).
(Continued on following pages)
Page 1 of 15 Pages
Exhibit Index Contained on Page 13
CUSIP NO. 898202106 | 13 G | Page 2 of 15 |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Maveron Equity Partners III, L.P. (“MEP III”) |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 5,556,046 shares, except that Maveron General Partner III LLC (“Maveron GP III”), the general partner MEP III, may be deemed to have sole power to vote these shares, and Dan Levitan (“Levitan”), Clayton Lewis (“Lewis”), Pete McCormick (“McCormick”) and Jason Stoffer (“Stoffer”), the managing members of Maveron GP III, may be deemed to have shared power to vote these shares.
|
6 |
SHARED VOTING POWER See response to row 5.
| |
7 |
SOLE DISPOSITIVE POWER 5,556,046 shares, except that Maveron GP III, the general partner of MEP III, may be deemed to have sole power to dispose of these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to dispose of these shares.
| |
8 |
SHARED DISPOSITIVE POWER See response to row 7.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,556,046 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.0%1 |
12 |
TYPE OF REPORTING PERSON* PN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 3 of 15 |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Maveron III Entrepreneurs’ Fund, L.P. (“Maveron-Entrepreneurs’”) |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 235,731 shares, except that Maveron GP III, the general partner Maveron-Entrepreneurs’, may be deemed to have sole power to vote these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to vote these shares.
|
6 |
SHARED VOTING POWER See response to row 5.
| |
7 |
SOLE DISPOSITIVE POWER 235,731 shares, except that Maveron GP III, the general partner Maveron-Entrepreneurs’, may be deemed to have sole power to dispose of these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to dispose of these shares.
| |
8 |
SHARED DISPOSITIVE POWER See response to row 7.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 235,731 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.8%1 |
12 |
TYPE OF REPORTING PERSON* PN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 4 of 15 |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) MEP Associates III, L.P. (“Maveron-Associates”) |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 761,809 shares, except that Maveron GP III, the general partner Maveron-Associates, may be deemed to have sole power to vote these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to vote these shares. |
6 |
SHARED VOTING POWER See response to row 5.
| |
7 |
SOLE DISPOSITIVE POWER 761,809 shares, except that Maveron GP III, the general partner Maveron- Associates, may be deemed to have sole power to dispose of these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to dispose of these shares.
| |
8 |
SHARED DISPOSITIVE POWER See response to row 7.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 761,809 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.7% 1 |
12 |
TYPE OF REPORTING PERSON* PN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 5 of 15 |
1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Maveron General Partner III LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, may be deemed to have sole power to vote these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to vote these shares.
|
6 |
SHARED VOTING POWER See response to row 5.
| |
7 |
SOLE DISPOSITIVE POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, may be deemed to have sole power to dispose of these shares, and Levitan, Lewis, McCormick and Stoffer, the managing members of Maveron GP III, may be deemed to have shared power to dispose of these shares.
| |
8 |
SHARED DISPOSITIVE POWER See response to row 7.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,553,586 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 23.6% 1 |
12 |
TYPE OF REPORTING PERSON* OO |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 6 of 15 |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Dan Levitan |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 shares
|
6 |
SHARED VOTING POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Levitan is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to vote these shares.
| |
7 |
SOLE VOTING POWER 0 shares
| |
8 |
SHARED DISPOSITIVE POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Levitan is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to dispose of these shares.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,553,586 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 23.6% 1 |
12 |
TYPE OF REPORTING PERSON* IN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 7 of 15 |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Clayton Lewis |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 shares
|
6 |
SHARED VOTING POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Lewis is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to vote these shares.
| |
7 |
SOLE DISPOSITIVE POWER 0 shares
| |
8 |
SHARED DISPOSITIVE POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Lewis is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to dispose of these shares.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,553,586 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 23.6% 1 |
12 |
TYPE OF REPORTING PERSON* IN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 8 of 15 |
1 | NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Pete McCormick |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION United States |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 shares
|
6 |
SHARED VOTING POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. McCormick is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to vote these shares.
| |
7 |
SOLE DISPOSITIVE POWER 0 shares
| |
8 |
SHARED DISPOSITIVE POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. McCormick is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to dispose of these shares.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,553,586 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 23.6% 1 |
12 |
TYPE OF REPORTING PERSON* IN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 9 of 15 |
1 | NAME OF REPORTING PERSONS Jason Stoffer |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) x |
3 | SEC USE ONLY |
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 |
SOLE VOTING POWER 0 shares
|
6 |
SHARED VOTING POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Stoffer is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to vote these shares.
| |
7 |
SOLE DISPOSITIVE POWER 0 shares
| |
8 |
SHARED DISPOSITIVE POWER 6,553,586 shares, of which 5,556,046 shares are directly owned by MEP III, 235,731 shares are directly owned by Maveron-Entrepreneurs’, and 761,809 are directly owned by Maveron-Associates. Stoffer is a managing member of Maveron GP III, the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have shared power to dispose of these shares.
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,553,586 |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ¨ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 23.6%1 |
12 |
TYPE OF REPORTING PERSON* IN |
1 Based on 27,789,803 shares of Common Stock outstanding on October 30, 2014, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on October 31, 2014.
CUSIP NO. 898202106 | 13 G | Page 10 of 15 |
ITEM 1(A). | NAME OF ISSUER |
Trupanion, Inc.
ITEM 1(B). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES |
907 NW Ballard Way
Seattle, WA 98107
ITEM 2(A). | NAME OF PERSONS FILING |
This Schedule 13G is filed by Maveron Equity Partners III, L.P., a Delaware limited partnership (“MEP III”), Maveron III Entrepreneurs’ Fund, L.P., a Delaware limited partnership (“Maveron-Entrepreneurs’”), MEP Associates III, L.P., a Delaware limited partnership (“Maveron-Associates”), Maveron General Partner III LLC, a Delaware limited liability company (“Maveron GP III”), and Dan Levitan (“Levitan”), Clayton Lewis (“Lewis”), Pete McCormick (“McCormick”) and Jason Stoffer (“Stoffer”). The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”
Maveron GP III is the general partner of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and may be deemed to have sole power to vote and sole power to dispose of shares of the issuer directly owned by MEP III, Maveron-Entrepreneurs’ and Maveron-Associates. Levitan, Lewis, McCormick and Stoffer are managing members of Maveron GP III, and may be deemed to have shared power to vote and shared power to dispose of shares of the issuer directly owned by MEP III, Maveron-Entrepreneurs’ and Maveron-Associates.
ITEM 2(B). | ADDRESS OF PRINCIPAL OFFICE |
The address for each of the Reporting Persons is:
411 First Avenue South
Suite 600
Seattle, Washington 98104
ITEM 2(C) | CITIZENSHIP |
See Row 4 of cover page for each Reporting Person.
ITEM 2(D) | TITLE OF CLASS OF SECURITIES |
Common Stock, $0.00001 par value
ITEM 2(E) | CUSIP NUMBER |
898202106
ITEM 3. | Not Applicable |
ITEM 4. | OWNERSHIP |
The following information with respect to the ownership of the Common Stock of the issuer by the persons filing this Statement is provided as of December 31, 2014.
(a) | Amount beneficially owned: |
See Row 9 of cover page for each Reporting Person.
CUSIP NO. 898202106 | 13 G | Page 11 of 15 |
(b) | Percent of Class: |
See Row 11 of cover page for each Reporting Person.
(c) | Number of shares as to which such person has: |
(i) | Sole power to vote or to direct the vote: |
See Row 5 of cover page for each Reporting Person.
(ii) | Shared power to vote or to direct the vote: |
See Row 6 of cover page for each Reporting Person.
(iii) | Sole power to dispose or to direct the disposition of: |
See Row 7 of cover page for each Reporting Person.
(iv) | Shared power to dispose or to direct the disposition of: |
See Row 8 of cover page for each Reporting Person.
ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS |
Not applicable.
ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. |
Under certain circumstances set forth in the limited partnership agreements of MEP III, Maveron-Entrepreneurs’ and Maveron-Associates, and the limited liability company agreement of Maveron GP III, the general partner and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.
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.
CUSIP NO. 898202106 | 13 G | Page 12 of 15 |
SIGNATURES
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.
Date: February 13, 2015
MAVERON EQUITY PARTNERS III, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MAVERON III ENTREPRENEURS’ FUND, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MEP ASSOCIATES III, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MAVERON GENERAL PARTNER III LLC | /s/ Pete McCormick |
Signature | |
Pete McCormick, Managing Member | |
DAN LEVITAN | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact | |
CLAYTON LEWIS | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact | |
PETE MCCORMICK | /s/ Pete McCormick |
Signature | |
JASON STOFFER | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact |
CUSIP NO. 848637104 | 13 G | Page 13 of 15 |
EXHIBIT INDEX
Exhibit | Found on Sequentially Numbered Page | |
Exhibit A: Agreement of Joint Filing | 14 | |
Exhibit B: Power of Attorney | 15 |
CUSIP NO. 848637104 | 13 G | Page 14 of 15 |
exhibit A
Agreement of Joint Filing
The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Trupanion, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.
Date: February 13, 2015
MAVERON EQUITY PARTNERS III, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MAVERON III ENTREPRENEURS’ FUND, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MEP ASSOCIATES III, L.P. | /s/ Pete McCormick |
By Maveron General Partner III LLC, | Signature |
Its General Partner | |
Pete McCormick, Managing Member | |
MAVERON GENERAL PARTNER III LLC | /s/ Pete McCormick |
Signature | |
Pete McCormick, Managing Member | |
DAN LEVITAN | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact | |
CLAYTON LEWIS | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact | |
PETE MCCORMICK | /s/ Pete McCormick |
Signature | |
JASON STOFFER | /s/ Pete McCormick |
Signature | |
Pete McCormick, Attorney-In-Fact |
CUSIP NO. 848637104 | 13 G | Page 15 of 15 |
EXHIBIT B
Power of Attorney
Pete McCormick has signed this Schedule 13G as Attorney-In-Fact. Note that copies of the applicable Power of Attorney are already on file with the appropriate agencies.