- Statement of Ownership (SC 13G)
February 08 2011 - 12:27PM
Edgar (US Regulatory)
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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
(Name of Issuer)
Class A Ordinary Shares, Par Value US$ 0.00001 Per Share
(Eighteen (18) Class A Ordinary Shares Represent One American Depositary Share)
(Title of Class of Securities)
(CUSIP Number)
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
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Rule 13d-1(b)
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o
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Rule 13d-1(c)
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x
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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).
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Sutter Hill Ventures, A California Limited Partnership 77-0287059
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
California, USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
132,005,962
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6.
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Shared Voting Power
-0-
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7.
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Sole Dispositive Power
132,005,962
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8.
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Shared Dispositive Power
-0-
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
132,005,962
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.0%
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12.
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Type of Reporting Person (See Instructions)
PN
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2
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
David L. Anderson
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
7,665,421*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
7,665,421*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
139,671,383
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.4%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 3.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
3
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
G. Leonard Baker, Jr.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
10,221,833*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
10,221,833*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
142,227,795
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.5%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 4.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
4
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
William H. Younger, Jr.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
8,877,983*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
8,877,983*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
140,883,945
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.4%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 5.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
5
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Tench Coxe
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
19,435,851*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
19,435,851*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
151,441,813
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
8.0%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 6.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
6
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Gregory P. Sands
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
2,837,564*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
2,837,564*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
134,843,526
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.1%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 7.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
7
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
James C. Gaither
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
2,114,505*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
2,114,505*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
134,120,467
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.1%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 8.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
8
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
James N. White
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
3,605,460*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
3,605,460*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
135,611,422
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.2%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 9.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
9
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Jeffrey W. Bird
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
3,708,119*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
3,708,119*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
135,714,081
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.2%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 10.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
10
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
David E. Sweet
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
1,172,767*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
1,172,767*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
133,178,729
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.0%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 11.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
11
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Andrew T. Sheehan
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
625,102*
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6.
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Shared Voting Power
132,005,962**
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7.
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Sole Dispositive Power
625,102*
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8.
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Shared Dispositive Power
132,005,962**
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
132,631,064
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.0%
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12.
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Type of Reporting Person (See Instructions)
IN
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* See Exhibit A, Note 12.
** Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
12
CUSIP No.
G9876M106
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1.
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Names of Reporting Persons
Michael L. Speiser
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
USA
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
132,005,962*
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
132,005,962*
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
132,005,962
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
o
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11.
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Percent of Class Represented by Amount in Row (9)
7.0%
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12.
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Type of Reporting Person (See Instructions)
IN
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* Comprised of shares held by Sutter Hill Ventures, A California Limited Partnership. See Exhibit A.
13
Item 1.
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(a)
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Name of Issuer
Youku.com Inc.
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(b)
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Address of Issuers Principal Executive Offices
11/F, SinoSteel Plaza, 8 Haidian Street, Beijing, 100080, The Peoples Republic of China
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Item 2.
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(a)
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Name of Person Filing
See Exhibit A; Exhibit A is hereby incorporated by reference
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(b)
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Address of Principal Business Office or, if none, Residence
See Exhibit A
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(c)
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Citizenship
See Exhibit A
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(d)
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Title of Class of Securities
Class A Ordinary Shares, Par Value US$ 0.00001 Per Share
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(e)
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CUSIP Number
G9876M106
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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o
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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o
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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o
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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o
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
|
o
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
|
o
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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o
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
|
o
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
|
o
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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o
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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N/A
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14
Item 4.
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Ownership
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned:
See Exhibit A, which is hereby incorporated by reference and related pages 2 to 13
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(b)
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Percent of class:
See Exhibit A, which is hereby incorporated by reference and related pages 2 to 13
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
***
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(ii)
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Shared power to vote or to direct the vote
***
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(iii)
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Sole power to dispose or to direct the disposition of
***
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(iv)
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Shared power to dispose or to direct the disposition of
***
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*** See Exhibit A, which is hereby incorporated by reference and related pages 2 to 13. Messrs. Anderson, Baker, Younger, Coxe, Sands, Gaither, White, Bird, Sweet, Sheehan and Speiser are Managing Directors of the General Partner of Sutter Hill Ventures, A California Limited Partnership.
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following
o
.
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Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person
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N/A
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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N/A
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Item 8.
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Identification and Classification of Members of the Group
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See Exhibit A
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Item 9.
|
Notice of Dissolution of Group
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N/A
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Item 10.
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Certification
|
N/A
|
15
Signature
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.
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2/8/2011
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Date
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Sutter Hill Ventures, A California Limited Partnership
/s/ G. Leonard Baker, Jr.
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Signature
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G. Leonard Baker, Jr.
Managing Director of the General Partner
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Name/Title
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/s/ David L. Anderson
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Signature
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/s/ G. Leonard Baker, Jr.
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Signature
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/s/ William H. Younger, Jr.
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Signature
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/s/ Tench Coxe
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Signature
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/s/ Gregory P. Sands
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Signature
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/s/ James C. Gaither
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Signature
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/s/ James N. White
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Signature
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/s/ Jeffrey W. Bird
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Signature
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/s/ David E. Sweet
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Signature
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/s/ Andrew T. Sheehan
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Signature
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/s/ Michael L. Speiser
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Signature
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16
EXHIBIT A TO SCHEDULE 13G QUINSTREET, INC.
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Aggregate Number of
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Shares Beneficially Owned (Note 1)
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% of
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Name of Originator
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Individual
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Aggregate
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Total Shares
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Sutter Hill Ventures, A California Limited Partnership
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132,005,962
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7.0
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%
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|
|
|
|
|
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David L. Anderson
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7,665,421
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Note 3
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0.4
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%
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139,671,383
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Note 2
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7.4
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%
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|
|
|
|
|
|
|
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G. Leonard Baker, Jr.
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10,221,833
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Note 4
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0.5
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%
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|
|
|
|
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142,227,795
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Note 2
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7.5
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%
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|
|
|
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|
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|
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William H. Younger, Jr.
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8,877,983
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Note 5
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.5
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%
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140,883,945
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Note 2
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7.4
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%
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|
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|
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|
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Tench Coxe
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19,435,851
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Note 6
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|
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1.0
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%
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|
|
|
|
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151,441,813
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Note 2
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8.0
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%
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|
|
|
|
|
|
|
|
|
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Gregory P. Sands
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2,837,564
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Note 7
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0.1
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%
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|
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134,843,526
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Note 2
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7.1
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%
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James C. Gaither
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2,114,505
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Note 8
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0.1
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%
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|
|
|
|
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134,120,467
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Note 2
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7.1
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%
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|
|
|
|
|
|
|
|
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James N. White
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3,605,460
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Note 9
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|
|
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0.2
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%
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|
|
|
|
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135,611,422
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Note 2
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7.2
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%
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|
|
|
|
|
|
|
|
|
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Jeffrey W. Bird
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3,708,119
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Note 10
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0.2
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%
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|
|
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|
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135,714,081
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Note 2
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7.2
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%
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|
|
|
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David E. Sweet
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1,172,767
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Note 11
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0.1
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%
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|
|
|
|
|
|
133,178,729
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Note 2
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7.0
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%
|
|
|
|
|
|
|
|
|
|
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Andrew T. Sheehan
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625,102
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Note 12
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|
|
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0.0
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%
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|
|
|
|
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132,631,064
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Note 2
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7.0
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%
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|
|
|
|
|
|
|
|
|
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Michael L. Speiser
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0
|
|
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|
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0.0
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%
|
|
|
|
|
|
|
132,005,962
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Note 2
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7.0
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%
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The address for all of the above is: 755 Page Mill Road, Suite A-200, Palo Alto, CA 94304
The partnerships are organized in California. The individuals are all U.S. citizens and residents.
None of the above has been convicted in any criminal proceedings nor have they been subject to judgments, decrees, or final orders enjoining future violations of Federal or State securities laws.
All of the parties are individuals or entities in the venture capital business.
Note 1: Shares reported are Class A Ordinary Shares, par value US$ 0.00001 per share. Each eighteen (18) Class A Ordinary Shares represent one American Depositary Share.
Note 2: Includes individual shares plus all shares held by Sutter Hill Ventures, A California Limited Partnership in which the reporting person is a Managing Director of the General Partner. The reporting person disclaims beneficial ownership of the partnerships shares except as to the reporting persons pecuniary interest therein.
Note 3: Comprised of 3,760,901 shares owned by the reporting person, 3,477,491 shares owned by Anvest, L.P. of which the reporting person is the trustee of a trust which is the General Partner and 427,029 shares held by a retirement trust for the benefit of the reporting person. The reporting person disclaims beneficial ownership of the partnerships shares except as to the reporting persons pecuniary interest therein.
Note 4: Comprised of 5,106,316 shares owned by the reporting person, 4,475,250 shares owned by Saunders Holdings, L.P. of which the reporting person is a trustee of a trust which is the General Partner and 640,267 shares held by a Roth IRA for the benefit of the reporting person. The reporting person disclaims beneficial ownership of the partnerships shares except as to the reporting persons pecuniary interest therein.
Note 5: Comprised of 5,860,150 shares owned by the reporting person, 1,702,215 shares owned by Yovest, L.P. of which the reporting person is the trustee of a trust which is the General Partner and 1,315,618 shares held by a retirement trust for the benefit of
the reporting person. The reporting person disclaims beneficial ownership of the partnerships shares except as to the reporting persons pecuniary interest therein.
Note 6: Comprised of 17,270,367 shares owned by the reporting person, 702,023 shares held by Rooster Partners, LP of which the reporting person is a trustee of a trust which is the General Partner and 1,463,461 shares held by a Roth IRA for the benefit of the reporting person. The reporting person disclaims beneficial ownership of the partnerships shares except as to the reporting persons pecuniary interest therein.
Note 7: Comprised of 2,837,564 shares owned by the reporting person.
Note 8: Comprised of 2,114,505 shares owned by the reporting person.
Note 9: Comprised of 3,605,460 shares owned by the reporting person.
Note 10: Comprised of 3,708,119 shares owned by the reporting person.
Note 11: Comprised of 1,047,492 shares owned by the reporting person and 125,275 shares held by a retirement trust for the benefit of the reporting person.
Note 12: Comprised of 558,329 shares owned by the reporting person and 66,773 shares held by a retirement trust for the benefit of the reporting person.
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