4//SEC Filing
Woloson Bradford D 4
Accession 0001181431-13-008014
CIK 0001375271other
Filed
Feb 7, 7:00 PM ET
Accepted
Feb 8, 5:01 PM ET
Size
8.3 KB
Accession
0001181431-13-008014
Insider Transaction Report
Form 4
Eloqua, Inc.ELOQ
Woloson Bradford D
Director
Transactions
- Other
Common Stock
2012-12-17+8,316,251→ 8,316,251 total(indirect: See footnote) - Sale
Common Stock
2013-02-08−8,316,251→ 0 total(indirect: See footnote)
Footnotes (3)
- [F1]Represents (i) 6,164,809 shares of the Issuer's common stock ("Common Stock") contributed by JMI Equity Fund IV, L.P. ("Fund IV") to JMI Equity Fund IV Trust ("Fund IV Trust") and 1,541,202 shares of Common Stock contributed by Fund IV to JMI Associates IV Trust ("GP IV Trust") on December 17, 2012 and (ii) 488,192 shares of Common Stock contributed by JMI Equity Fund IV (AI), L.P. ("Fund IV (AI)") to JMI Equity Fund IV (AI) Trust ("Fund IV (AI) Trust") and 122,048 shares of Common Stock contributed by Fund IV (AI) to JMI Associates IV (AI) Trust ("GP IV (AI) Trust", and, together with Fund IV Trust, GP IV Trust and Fund IV (AI) Trust, collectively, the "JMI IV Trusts") on December 17, 2012. Each such contribution described herein was made for no consideration, and was made simultaneously with each of the other contributions described in this footnote. Each such contribution was exempt from Section 16 of the Securities Exchange Act pursuant to Rule 16a-13.
- [F2](continued from Footnote 1) The JMI IV Trusts are irrevocable and Mr. Woloson is a beneficiary of the JMI IV Trusts. Mr. Woloson disclaims Section 16 beneficial ownership of the shares held by the JMI IV Trusts and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares held by the JMI IV Trusts, except to the extent of his pecuniary interest, if any, in the shares held by the JMI IV Trusts by virtue of being a beneficiary of the JMI IV Trusts.
- [F3]Pursuant to the Agreement and Plan of Merger among the Issuer, OC Acquisition LLC, Oracle Corporation and Esperanza Acquisition Corporation, dated December 19, 2012, each share of the Issuer's common stock will be exchanged for $23.50 in cash, without interest and less any applicable withholding taxes.
Documents
Issuer
Eloqua, Inc.
CIK 0001375271
Entity typeother
Related Parties
1- filerCIK 0001334732
Filing Metadata
- Form type
- 4
- Filed
- Feb 7, 7:00 PM ET
- Accepted
- Feb 8, 5:01 PM ET
- Size
- 8.3 KB