0001209191-16-144852.txt : 20161005 0001209191-16-144852.hdr.sgml : 20161005 20161005160134 ACCESSION NUMBER: 0001209191-16-144852 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161003 FILED AS OF DATE: 20161005 DATE AS OF CHANGE: 20161005 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TUBEMOGUL INC CENTRAL INDEX KEY: 0001449278 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 510633881 STATE OF INCORPORATION: CA BUSINESS ADDRESS: STREET 1: 1250 53RD STREET, SUITE 6 CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 510-653-0677 MAIL ADDRESS: STREET 1: 1250 53RD STREET, SUITE 6 CITY: EMERYVILLE STATE: CA ZIP: 94608 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vassallo Steven CENTRAL INDEX KEY: 0001567929 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36543 FILM NUMBER: 161922420 MAIL ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital, LLC CENTRAL INDEX KEY: 0001615420 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36543 FILM NUMBER: 161922421 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital VI Principals Fund, LLC CENTRAL INDEX KEY: 0001451964 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36543 FILM NUMBER: 161922422 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOUNDATION CAPITAL VI LP CENTRAL INDEX KEY: 0001433196 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36543 FILM NUMBER: 161922423 BUSINESS ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-0500 MAIL ADDRESS: STREET 1: C/O FOUNDATION CAPITAL STREET 2: 70 WILLOW ROAD, SUITE 200 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Foundation Capital Management Co. VI, LLC CENTRAL INDEX KEY: 0001451965 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36543 FILM NUMBER: 161922424 BUSINESS ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650-614-0500 MAIL ADDRESS: STREET 1: 250 MIDDLEFIELD ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-10-03 0 0001449278 TUBEMOGUL INC TUBE 0001451965 Foundation Capital Management Co. VI, LLC 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001433196 FOUNDATION CAPITAL VI LP 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001451964 Foundation Capital VI Principals Fund, LLC 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001615420 Foundation Capital, LLC 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 0001567929 Vassallo Steven 250 MIDDLEFIELD ROAD MENLO PARK CA 94025 0 0 1 0 Common Stock 2016-10-03 4 J 0 390000 0.00 D 5848097 I By Foundation Capital VI, L.P. Common Stock 2016-10-03 4 J 0 100425 0.00 A 100425 I By Foundation Capital Management Co. VI, L.L.C. Common Stock 2016-10-03 4 J 0 100425 0.00 D 0 I By Foundation Capital Management Co. VI, L.L.C. Common Stock 2016-10-03 4 J 0 41366 0.00 D 0 I By: Foundation Capital VI Principals Fund, LLC Common Stock 2016-10-03 4 J 0 268 0.00 A 268 I By Foundation Capital, LLC Common Stock 2016-10-03 4 J 0 8800 0.00 A 27883 I By Holland/Yates Family Trust dtd 7/23/1999 Common Stock 2016-10-03 4 J 0 1234 0.00 A 29117 I By Holland/Yates Family Trust dtd 7/23/1999 Common Stock 2016-10-03 4 J 0 2972 0.00 A 4435 I By The Holland Childrens Trust Common Stock 2016-10-03 4 J 0 2370 0.00 A 7110 I By Koontz Revocable Trust U/A/D 6/29/1998 Common Stock 2016-10-03 4 J 0 4163 0.00 A 13671 I By Michael N. & Mary G. Schuh 1990 Family Trust Common Stock 2016-10-03 4 J 0 1234 0.00 A 14905 I By Michael N. & Mary G. Schuh 1990 Family Trust Common Stock 2016-09-29 4 G 0 9072 0.00 A 9072 I By William B. Elmore Gift Fund Common Stock 2016-10-03 4 J 0 9119 0.00 A 13749 I By William B. Elmore Revocable Trust Common Stock 2016-10-03 4 J 0 12345 0.00 A 24690 I By Elmore Family Investments B, LP Common Stock 2016-10-03 4 J 0 10544 0.00 A 10544 I By The Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-10-03 4 J 0 2469 0.00 A 13013 I By The Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-10-03 4 J 0 1959 0.00 A 1959 I By ALLY L. WEISS GST EXEMPT TRUST Common Stock 2016-10-03 4 J 0 1959 0.00 A 1959 I By SHANE T. WEISS GST EXEMPT TRUST Common Stock 2016-10-03 4 J 0 12487 0.00 A 16927 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-10-03 4 J 0 741 0.00 A 17668 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-10-03 4 J 0 1582 0.00 A 1582 I By The Moldow 2008 Children's Trust Common Stock 2016-10-03 4 J 0 9125 0.00 A 20275 I By Vassallo Family Revocable Trust dated 7/15/02 Common Stock 2016-10-04 4 S 0 13013 9.06 D 0 I By The Warren M. Weiss Trust UA dated 7/20/2005 Common Stock 2016-10-04 4 S 0 7300 9.07 D 12975 I By Vassallo Family Revocable Trust dated 7/15/02 Common Stock 2016-10-04 4 S 0 1959 9.04 D 0 I By ALLY L. WEISS GST EXEMPT TRUST Common Stock 2016-10-04 4 S 0 1959 9.04 D 0 I By SHANE T. WEISS GST EXEMPT TRUST Common Stock 2016-10-04 4 S 0 1582 9.05 D 0 I By The Moldow 2008 Children's Trust Common Stock 2016-10-04 4 S 0 13228 9.04 D 4440 I By Moldow Family Trust dated 11/11/2003 Common Stock 2016-10-04 4 S 0 268 9.14 D 0 I By Foundation Capital, LLC Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI, L.P. effected following the close of the trading market on October 3, 2016 without consideration to its limited partners and its general partner, Foundation Capital Management Co. VI, L.L.C. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016. Foundation Capital Management Co. VI, L.L.C. is the sole general partner of Foundation Capital VI, L.P. and the sole manager of Foundation Capital VI Principals Fund, LLC and has sole voting and investment power with respect to the shares held by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. William B. Elmore, Paul G. Koontz, Michael N. Schuh, Paul R. Holland, Steve P. Vassallo, Charles P. Moldow and Warren M. Weiss are managing members of Foundation Capital Management Co. VI, L.L.C., and may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managing members of Foundation Capital Management Co. VI, L.L.C. disclaims beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein. 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 Foundation Capital VI, L.P. described in footnote (1) above. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital Management Co. VI, L.L.C. effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Foundation Capital VI Principals Fund, LLC effected following the close of the trading market on October 3, 2016 without consideration to its members. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016. Paul R. Holland, Warren M. Weiss, Charles Moldow and Steve Vassallo are managers of Foundation Capital, LLC. Foundation Capital, LLC is under common control with Foundation Capital Management Co. VI, L.L.C. As such, each of the managers may be deemed to share voting and investment power over the shares owned by Foundation Capital VI, L.P. and Foundation Capital VI Principals Fund, LLC. Each of the managers disclaim beneficial ownership in the shares held by the aforementioned entities except to the extent of his pecuniary interest therein. The shares are held by the Holland/Yates Family Trust dtd 7/23/1999 (the "Holland Family Trust"). Paul R. Holland is a trustee of the Holland Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Family Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by The Holland Children's Trust (the "Holland Children's Trust"). Paul R. Holland is a trustee of the Holland Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Holland Children's Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the Koontz Revocable Trust U/A/D 6/29/1998 (the "Koontz Trust"). Paul G. Koontz is a trustee of the Koontz Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Koontz Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the Michael N. & Mary G. Schuh 1990 Family Trust (the "Schuh Trust"). Michael N. Schuh is a trustee of the Schuh Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Schuh Trust except to the extent of his proportionate pecuniary interest therein On September 29, 2016, William B. Elmore, as trustee of the William B. Elmore Revocable Trust (the "Donor"), transferred by way of gift an aggregate of 9,072 shares of Common Stock of the Company registered in the name of the Donor to the William B. Elmore Gift Fund. The Donor received no consideration for this transfer and the transfer is a bona fide gift. The shares are held by the William B. Elmore Revocable Trust (the "Elmore Trust"). William B. Elmore is a trustee of the Elmore Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Elmore Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by Elmore Family Investments B, LP (the "Elmore Partnership"). William B. Elmore is a general partner of the Elmore Partnership. The Reporting Person disclaims beneficial ownership of the shares held by the Elmore Partnership except to the extent of his proportionate pecuniary interest therein. The shares are held by The Warren M. Weiss Trust UA dated 7/20/2005 (the "Weiss Trust"). Warren M. Weiss is a trustee of the Weiss Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Weiss Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the ALLY L. WEISS GST EXEMPT TRUST (the "ALLY Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the ALLY Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the SHANE T. WEISS GST EXEMPT TRUST (the "SHANE Trust"), a trust controlled by or for the benefit of one or more of Warren M. Weiss' family members. The Reporting Person disclaims beneficial ownership of the shares held by the SHANE Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the Moldow Family Trust dated 11/11/2003 (the "Moldow Family Trust"). Charles Moldow is a trustee of the Moldow Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Family Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by The Moldow 2008 Children's Trust (the "Moldow Children's Trust"). Charles Moldow is a trustee of the Moldow Children's Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Moldow Children's Trust except to the extent of his proportionate pecuniary interest therein. The shares are held by the Vassallo Family Revocable Trust dated 7/15/02 (the "Vassallo Trust"). Steve P. Vassallo is a trustee of the Vassallo Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Vassallo Trust except to the extent of his proportionate pecuniary interest therein. Transaction pursuant to a 10b5-1 Plan dated May 18, 2016. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.83 to $9.23 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.84 to $9.25 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.83 to $9.28 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.83 to $9.25 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.86 to $9.29 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $8.81 to $9.29 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. On October 4, 2016, Foundation Capital, LLC sold 268 shares of stock pursuant to a 10b5-1 Plan dated May 18, 2016. All shares were sold at this price. Filing 2 of 2: see Form 4 for Foundation Capital Management Co. VI, L.L.C. for additional members of this joint filing. /s/ David A. Singer as Attorney-In-Fact for Foundation Capital Management Co. VI, L.L.C. 2016-10-04 /s/ David A. Singer as Attorney-In-Fact for Foundation Capital VI, L.P. 2016-10-04 /s/ David A. Singer as Attorney-in-Fact for Foundation Capital VI Principals Fund, L.L.C. 2016-10-04 /s/ David A. Singer as Attorney-in-Fact for Foundation Capital, LLC 2016-10-04 /s/ David A. Singer as Attorney-in-Fact for Steve Vassallo 2016-10-04