Home/Filings/3/0001181431-12-030554
3//SEC Filing

TALLWOOD II PARTNERS LP 3

Accession 0001181431-12-030554

CIK 0001201663other

Filed

May 16, 8:00 PM ET

Accepted

May 17, 2:07 PM ET

Size

22.2 KB

Accession

0001181431-12-030554

Insider Transaction Report

Form 3
Period: 2012-05-09
Holdings
  • Series B Preferred Stock

    (indirect: See Footnotes)
    Common Stock (556,505 underlying)
  • Series AA-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (177,131 underlying)
  • Series D Preferred Stock

    (indirect: See Footnotes)
    Common Stock (1,139,007 underlying)
  • Series C Preferred Stock

    (indirect: See Footnotes)
    Common Stock (508,282 underlying)
  • Series AA Preferred Stock

    (indirect: See Footnotes)
    Common Stock (551,356 underlying)
  • Series B-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (259,666 underlying)
Holdings
  • Series AA-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (177,131 underlying)
  • Series B-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (259,666 underlying)
  • Series D Preferred Stock

    (indirect: See Footnotes)
    Common Stock (1,139,007 underlying)
  • Series B Preferred Stock

    (indirect: See Footnotes)
    Common Stock (556,505 underlying)
  • Series C Preferred Stock

    (indirect: See Footnotes)
    Common Stock (508,282 underlying)
  • Series AA Preferred Stock

    (indirect: See Footnotes)
    Common Stock (551,356 underlying)
Holdings
  • Series D Preferred Stock

    (indirect: See Footnotes)
    Common Stock (1,139,007 underlying)
  • Series AA Preferred Stock

    (indirect: See Footnotes)
    Common Stock (551,356 underlying)
  • Series AA-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (177,131 underlying)
  • Series B Preferred Stock

    (indirect: See Footnotes)
    Common Stock (556,505 underlying)
  • Series B-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (259,666 underlying)
  • Series C Preferred Stock

    (indirect: See Footnotes)
    Common Stock (508,282 underlying)
Holdings
  • Series B Preferred Stock

    (indirect: See Footnotes)
    Common Stock (556,505 underlying)
  • Series C Preferred Stock

    (indirect: See Footnotes)
    Common Stock (508,282 underlying)
  • Series D Preferred Stock

    (indirect: See Footnotes)
    Common Stock (1,139,007 underlying)
  • Series AA Preferred Stock

    (indirect: See Footnotes)
    Common Stock (551,356 underlying)
  • Series AA-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (177,131 underlying)
  • Series B-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (259,666 underlying)
Holdings
  • Series AA-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (177,131 underlying)
  • Series D Preferred Stock

    (indirect: See Footnotes)
    Common Stock (1,139,007 underlying)
  • Series B-1 Preferred Stock

    (indirect: See Footnotes)
    Common Stock (259,666 underlying)
  • Series C Preferred Stock

    (indirect: See Footnotes)
    Common Stock (508,282 underlying)
  • Series AA Preferred Stock

    (indirect: See Footnotes)
    Common Stock (551,356 underlying)
  • Series B Preferred Stock

    (indirect: See Footnotes)
    Common Stock (556,505 underlying)
Footnotes (8)
  • [F1]Each share of the Issuer's Series AA Preferred Stock, Series AA-1 Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series D Preferred Stock will automatically convert into one share of common stock upon the closing of the Issuer's initial public offering, and has no expiration date.
  • [F2]Of such shares of Series AA Preferred Stock, Tallwood II Associates, L.P. ("Tallwood II Associates") directly holds 5,513 shares, Tallwood II, L.P. ("Tallwood II") directly holds 385,950 shares and Tallwood II Partners, L.P. ("Tallwood II Partners") directly holds 159,893 shares.
  • [F3]Of such shares of Series AA-1 Preferred Stock, Tallwood II Associates directly holds 1,771 shares, Tallwood II directly holds 123,992 shares and Tallwood II Partners directly holds 51,368 shares.
  • [F4]Of such shares of Series B Preferred Stock, Tallwood II Associates directly holds 5,565 shares, Tallwood II directly holds 389,554 shares and Tallwood II Partners directly holds 161,386 shares.
  • [F5]Of such shares of Series B-1 Preferred Stock, Tallwood II Associates directly holds 2,596 shares, Tallwood II directly holds 181,767 shares and Tallwood II Partners directly holds 75,303 shares.
  • [F6]Of such shares of Series C Preferred Stock, Tallwood II Associates directly holds 5,082 shares, Tallwood II directly holds 355,798 shares and Tallwood II Partners directly holds 147,402 shares.
  • [F7]Of such shares of Series D Preferred Stock, Tallwood II Associates directly holds 5,695 shares and Tallwood II Annex, L.P. ("Tallwood II Annex") directly holds 1,133,312 shares.
  • [F8]Tallwood II Management, LLC ("Tallwood II Management") is the general partner of Tallwood II Associates, Tallwood II, Tallwood II Partners and Tallwood II Annex. Tallwood II Management may be deemed to share voting and dispositive power with respect to the shares owned by Tallwood II Associates, Tallwood II, Tallwood II Partners and Tallwood II Annex, but disclaims beneficial ownership except to the extent of its pecuniary interest therein.

Issuer

AUDIENCE INC

CIK 0001201663

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001178433

Filing Metadata

Form type
3
Filed
May 16, 8:00 PM ET
Accepted
May 17, 2:07 PM ET
Size
22.2 KB