0001209191-15-056558.txt : 20150625
0001209191-15-056558.hdr.sgml : 20150625
20150625194515
ACCESSION NUMBER: 0001209191-15-056558
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150624
FILED AS OF DATE: 20150625
DATE AS OF CHANGE: 20150625
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MINDBODY, Inc.
CENTRAL INDEX KEY: 0001458962
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 201898451
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4051 BROAD STREET
STREET 2: SUITE 220
CITY: SAN LUIS OBISPO
STATE: CA
ZIP: 93401
BUSINESS PHONE: 877-755-4279
MAIL ADDRESS:
STREET 1: 4051 BROAD STREET
STREET 2: SUITE 220
CITY: SAN LUIS OBISPO
STATE: CA
ZIP: 93401
FORMER COMPANY:
FORMER CONFORMED NAME: Mindbody, Inc.
DATE OF NAME CHANGE: 20110627
FORMER COMPANY:
FORMER CONFORMED NAME: MINDBODY, Inc.
DATE OF NAME CHANGE: 20090319
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VII & Co. Ltd.
CENTRAL INDEX KEY: 0001540726
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37453
FILM NUMBER: 15952958
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: (914) 833-9100
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VII & Co. L.P.
CENTRAL INDEX KEY: 0001540731
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37453
FILM NUMBER: 15952959
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: (914) 833-9100
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BVP VII SPECIAL OPPORTUNITY FUND LP
CENTRAL INDEX KEY: 0001459524
STATE OF INCORPORATION: XX
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37453
FILM NUMBER: 15952960
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VII Institutional L.P.
CENTRAL INDEX KEY: 0001407577
STATE OF INCORPORATION: E9
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37453
FILM NUMBER: 15952961
BUSINESS ADDRESS:
STREET 1: 1865 Palmer Ave
CITY: Larchmont
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 Palmer Ave
CITY: Larchmont
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VII L.P.
CENTRAL INDEX KEY: 0001534338
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37453
FILM NUMBER: 15952962
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-06-24
0
0001458962
MINDBODY, Inc.
MB
0001534338
Bessemer Venture Partners VII L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
1
0
0001407577
Bessemer Venture Partners VII Institutional L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
1
0
0001459524
BVP VII SPECIAL OPPORTUNITY FUND LP
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
1
0
0001540731
Deer VII & Co. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
1
0
0001540726
Deer VII & Co. Ltd.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
1
0
Common Stock
2015-06-24
4
C
0
6480027
A
6480027
I
See footnote
Common Stock
2015-06-24
4
J
0
6480027
D
0
I
See footnote
Series D Preferred Stock
2015-06-24
4
C
0
3861002
0.00
D
Common Stock
3861002
0
I
See footnote
Series E Preferred Stock
2015-06-24
4
C
0
1219530
0.00
D
Common Stock
1219530
0
I
See footnote
Series F Preferred Stock
2015-06-24
4
C
0
537199
0.00
D
Common Stock
537199
0
I
See footnote
Series G Preferred Stock
2015-06-24
4
C
0
777984
0.00
D
Common Stock
777984
0
I
See footnote
Class B Common Stock
2015-06-24
4
J
0
6480027
0.00
A
Class A Common Stock
6480027
6480027
I
See footnote
The Series D Preferred Stock automatically converted into Common Stock on a 1:1.02183733454323 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
The Series E Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
The Series F Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
The Series G Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
Deer VII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer L.P."), which is the general partner of Bessemer Venture Partners VII Institutional LP ("BVP VII Inst"), Bessemer Venture Partners VII, LP ("BVP VII") and BVP VII Special Opportunity Fund LP ("BVP VII SOF", and together with BVP VII Inst and BVP VII, the "Funds"). Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.
907,202 of these shares are owned directly by BVP VII Inst, 2,073,610 of these shares are owned directly by BVP VII, and 3,499,215 of these shares are owned directly by BVP VII SOF.
Jeremy Levine, a director of Deer Ltd., serves as the representative of Deer Ltd., Deer L.P. and the Funds on the Issuer's board of directors.
Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
540,540 of these shares were owned directly by BVP VII Inst, 1,235,520 of these shares were owned directly by BVP VII, and 2,084,942 of these shares were owned directly by BVP VII SOF.
170,735 of these shares were owned directly by BVP VII Inst, 390,250 of these shares were owned directly by BVP VII, and 658,545 of these shares were owned directly by BVP VII SOF.
75,207 of these shares were owned directly by BVP VII Inst, 171,905 of these shares were owned directly by BVP VII, and 290,087 of these shares were owned directly by BVP VII SOF.
108,917 of these shares were owned directly by BVP VII Inst, 248,955 of these shares were owned directly by BVP VII, and 420,112 of these shares were owned directly by BVP VII SOF.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII L.P.
2015-06-25
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII Institutional L.P.
2015-06-25
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of BVP VII Special Opportunity Fund L.P.
2015-06-25
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P.
2015-06-25
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd.
2015-06-25