Statement of Changes in Beneficial Ownership (4)
June 25 2015 - 12:46PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Sapphire Ventures (GPE) I, L.L.C.
|
2. Issuer Name
and
Ticker or Trading Symbol
FITBIT INC
[
FIT
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
3408 HILLVIEW AVENUE,
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/23/2015
|
(Street)
PALO ALTO, CA 94304
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Class A Common Stock
|
6/23/2015
|
|
C
|
|
1050000
|
A
|
$0.00
|
1050000
|
I
|
By Sapphire Ventures Fund I, L.P.
(3)
|
Class A Common Stock
|
6/23/2015
|
|
S
|
|
1050000
|
D
|
$18.80
|
0
|
I
|
By Sapphire Ventures Fund I, L.P.
(3)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
7. Title and Amount of Securities Underlying Derivative Security
(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
|
Series D Convertible Preferred Stock
|
(1)
|
6/23/2015
|
|
C
|
|
|
6779040
|
(1)
|
(1)
|
Class B Common Stock
(2)
|
6779040
|
$0.00
|
0
|
I
|
By Sapphire Ventures Fund I, L.P.
(3)
|
Class B Common Stock
(2)
|
(2)
|
6/23/2015
|
|
C
|
|
6779040
|
|
(2)
|
(2)
|
Class A Common Stock
|
6779040
|
$0.00
|
6779040
|
I
|
By Sapphire Ventures Fund I, L.P.
(3)
|
Class B Common Stock
(2)
|
(2)
|
6/23/2015
|
|
C
|
|
|
1050000
|
(2)
|
(2)
|
Class A Common Stock
|
1050000
|
$0.00
|
5729040
|
I
|
By Sapphire Ventures Fund I, L.P.
(3)
|
Explanation of Responses:
|
(
1)
|
The Convertible Preferred Stock automatically converted into Class B Common Stock on a one-for-one basis immediately prior to the completion of the Issuer's initial public offering and has no expiration date.
|
(
2)
|
Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) June 17, 2027.
|
(
3)
|
Shares are held directly by Sapphire Ventures Fund I, LP. formerly known as SAP Ventures Fund I, L.P. Sapphire Ventures (GPE) I, L.L.C. is the general partner of Sapphire Ventures Fund I, LP. Nino Marakovic as the managing member of Sapphire Ventures (GPE) I, L.L.C. may be deemed to have voting and dispositive power with respect to the shares held by Sapphire Ventures Fund I, LP.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Sapphire Ventures (GPE) I, L.L.C.
3408 HILLVIEW AVENUE
PALO ALTO, CA 94304
|
|
X
|
|
|
SAP Ventures Fund I, L.P.
3408 HILLVIEW AVENUE
PALO ALTO, CA 94304
|
|
X
|
|
|
MARAKOVIC NINO NIKOLA
C/O SAPPHIRE VENTURES
3408 HILLVIEW AVENUE
PALO ALTO, CA 94304
|
|
X
|
|
|
Signatures
|
Sapphire Ventures (GPE) I, L.L.C. /s/ Nino Nikola Marakovic as Managing Member
|
|
6/23/2015
|
**
Signature of Reporting Person
|
Date
|
Sapphire Ventures Fund I, L.P. /s/ Nino Nikola Marakovic, as Managing Member of Sapphire Ventures (GPE) I, L.L.C., its general partner
|
|
6/23/2015
|
**
Signature of Reporting Person
|
Date
|
/s/ Nino Nikola Marakovic
|
|
6/23/2015
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
Fitbit (NYSE:FIT)
Historical Stock Chart
From Jun 2024 to Jul 2024
Fitbit (NYSE:FIT)
Historical Stock Chart
From Jul 2023 to Jul 2024
Real-Time news about Fitbit Inc (New York Stock Exchange): 0 recent articles
More Fitbit Inc News Articles