| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/11/2014 |
3. Issuer Name and Ticker or Trading Symbol
MOBILEIRON, INC. [ MOBL ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series A Preferred Stock | (1) | (1) | Common Stock | 4,342,254 | (1) | I | By Partnership(2)(3) |
| Series B Preferred Stock | (4) | (4) | Common Stock | 3,501,579 | (4) | I | By Partnership(2)(3) |
| Series C Preferred Stock | (5) | (5) | Common Stock | 1,413,494 | (5) | I | By Partnership(2)(3) |
| Series D Preferred Stock | (6) | (6) | Common Stock | 616,050 | (6) | I | By Partnership(2)(3) |
| Series E Preferred Stock | (7) | (7) | Common Stock | 480,415 | (7) | I | By Partnership(2)(3) |
| Series F Preferred Stock | (8) | (8) | Common Stock | 176,842 | (8) | I | By Partnership(2)(3) |
| Series A Preferred Stock | (1) | (1) | Common Stock | 237,512 | (1) | I | By Partnership(3)(9) |
| Series B Preferred Stock | (4) | (4) | Common Stock | 191,530 | (4) | I | By Partnership(3)(9) |
| Series C Preferred Stock | (5) | (5) | Common Stock | 77,315 | (5) | I | By Partnership(3)(9) |
| Series D Preferred Stock | (6) | (6) | Common Stock | 33,697 | (6) | I | By Partnership(3)(9) |
| Series E Preferred Stock | (7) | (7) | Common Stock | 26,277 | (7) | I | By Partnership(3)(9) |
| Series F Preferred Stock | (8) | (8) | Common Stock | 9,672 | (8) | I | By Partnership(3)(9) |
| Series A Preferred Stock | (1) | (1) | Common Stock | 134,516 | (1) | I | By Limited Liability Company(3)(10) |
| Series B Preferred Stock | (4) | (4) | Common Stock | 108,475 | (4) | I | By Limited Liability Company(3)(10) |
| Series C Preferred Stock | (5) | (5) | Common Stock | 43,788 | (5) | I | By Limited Liability Company(3)(10) |
| Series D Preferred Stock | (6) | (6) | Common Stock | 19,084 | (6) | I | By Limited Liability Company(3)(10) |
| Series E Preferred Stock | (7) | (7) | Common Stock | 14,882 | (7) | I | By Limited Liability Company(3)(10) |
| Series F Preferred Stock | (8) | (8) | Common Stock | 5,478 | (8) | I | By Limited Liability Company(3)(10) |
| Series D Preferred Stock | (6) | (6) | Common Stock | 701,839 | (6) | I | By Partnership(3)(11) |
| Series E Preferred Stock | (7) | (7) | Common Stock | 68,299 | (7) | I | By Partnership(3)(11) |
| Series E Preferred Stock | (7) | (7) | Common Stock | 521,576 | (7) | I | By Partnership(3)(13) |
| Series F Preferred Stock | (8) | (8) | Common Stock | 8,908 | (8) | I | By Partnership(3)(13) |
| Stock Option (Right to Buy) | (12) | 03/27/2024 | Common Stock | 19,285 | $7.168 | D | |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The Series A Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 2. The shares are held directly by Storm Ventures Fund III, L.P. ("SV III"). |
| 3. Storm Ventures Associates III, L.L.C. (SVA III LLC) is the general partner of SVF III, SMI and SVAF III and the managing member of SVPF III. Ryan Floyd, M. Alex Mendez, Tae Hea Nahm and Sanjay Subhedar as the managing members of SVA III LLC share voting and investment power with respect to the shares held by SVF III, SMI, SVAF III and SVPF III. Storm Venture Associates IV, L.L.C. (SVA IV LLC) is the general partner of SVF IV. Ryan Floyd, M. Alex Mendez, Tae Hea Nahm and Sanjay Subhedar as the managing members of SVA IV LLC share voting and investment power with respect to the shares held by SVF IV. |
| 4. The Series B Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 5. The Series C Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 6. The Series D Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 7. The Series E Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 8. The Series F Preferred Stock shall automatically convert into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date. |
| 9. The shares are held directly by Storm Ventures Affiliates Fund III, L.P. ("SVA III"). |
| 10. The shares are held directly by Storm Ventures Principals Fund III, L.L.C. ("SVP III"). |
| 11. The shares are held directly by Storm MI Investments, L.P. ("SMI"). |
| 12. All of the shares vest on the first anniversary of the vesting commencement date, subject to continued service. Vesting will commence on, and is subject to, closing of a "Qualified IPO" as defined in the Company's Amended and Restated Certificate of Incorporation (the "vesting commencement date") that occurs on or before February 27, 2016. The option will terminate upon the earliest of (i) the 10th anniversary of the date of grant (March 28, 2024), (ii) closing of a Change of Control of the Company as defined in the 2008 Stock Plan that occurs prior to closing of a Qualified IPO, or (iii) February 27, 2016, if a Qualified IPO does not occur on or before that date. Vesting of 100% of the shares is accelerated upon the closing of a Change of Control as defined in the Plan. |
| 13. The shares are held directly by Storm Ventures Ventures Fund IV, L.P. ("SVF IV"). |
| See attached for signature pages. | 06/11/2014 | |
| ** 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 5 (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 Number. | ||