11/12/2024 | Press release | Distributed by Public on 11/12/2024 16:20
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SMITH BRIAN R C/O S3 VENTURES, 6300 BRIDGE POINT PKWY BUILDING 1, SUITE 405 AUSTIN, TX 78730 |
X | X | ||
S3 Ventures Fund III, L.P. 6300 BRIDGE POINT PARKWAY BLDG. 1, SUITE 405 AUSTIN, TX 78730 |
X | X | ||
S3 VENTURES GPLP III, L.P. 6300 BRIDGE POINT PARKWAY BLDG. 1, SUITE 405 AUSTIN, TX 78730 |
X | X | ||
S3 VENTURES III, L.L.C. 6300 BRIDGE POINT PARKWAY BLDG. 1, SUITE 405 AUSTIN, TX 78730 |
X | X |
/s/ Brian R. Smith | 11/12/2024 |
**Signature of Reporting Person | Date |
/s/ Brian R. Smith for S3 Ventures Fund III, L.P. | 11/12/2024 |
**Signature of Reporting Person | Date |
/s/ Brian R. Smith for S3 Ventures GPLP III, L.P. | 11/12/2024 |
**Signature of Reporting Person | Date |
/s/ Brian R. Smith for S3 Ventures III, L.L.C. | 11/12/2024 |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Reporting Persons sold these shares to the underwriter in a registered, underwritten secondary offering which closed on November 8, 2024 (the "Secondary Offering"). |
(2) | Shares held directly by S3 Ventures Fund III, L.P. ("S3 Fund III"). S3 Ventures GPLP III, L.P. ("S3 GPLP III") is the general partner of S3 Fund III. S3 Ventures III, L.L.C. ("S3 III LLC") is the General Partner of S3 GPLP III. Brian R. Smith is the Managing Director of S3 III LLC. S3 GPLP III, S3 III LLC and Mr. Smith may be deemed to have beneficial ownership of the shares held by S3 Fund III. S3 GPLP III, S3 III LLC and Mr. Smith each disclaims beneficial ownership of all such shares except to the extent of its or his pecuniary interest therein. |
(3) | The Reporting Persons sold these shares to the underwriter on November 12, 2024, pursuant to the exercise in full of the underwriter's option to purchase additional shares in the Secondary Offering. |