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4//SEC Filing

CYAN INC 4

Accession 0001181431-14-038948

CIK 0001391636operating
View on SEC.govCompany Profile

Filed

Dec 15, 7:00 PM ET

Accepted

Dec 16, 3:44 PM ET

Size

21.6 KB

Accession

0001181431-14-038948

Insider Transaction Report

Form 4
Period: 2014-12-12
CYAN INCCYNI
NORWEST VENTURE PARTNERS VII-A L P
10% Owner
Transactions
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−900,000→ 900,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (900,000 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−1,575,000→ 1,575,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (1,575,000 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (1,637,599 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (2,865,798 underlying)
Holdings

  • Common Stock

    (indirect: By Partnership)
    10,362,539

  • Common Stock

    (indirect: By Partnership)
    641,560
Crowe Jeffrey
10% Owner
Transactions
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (2,865,798 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (1,637,599 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−900,000→ 900,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (900,000 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−1,575,000→ 1,575,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (1,575,000 underlying)
Holdings

  • Common Stock

    (indirect: By Partnership)
    10,362,539

  • Common Stock

    (indirect: By Partnership)
    641,560
Howard Matthew D.
10% Owner
Transactions
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (1,637,599 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−900,000→ 900,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (900,000 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (2,865,798 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−1,575,000→ 1,575,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (1,575,000 underlying)
Holdings

  • Common Stock

    (indirect: By Partnership)
    10,362,539

  • Common Stock

    (indirect: By Partnership)
    641,560
NORWEST VENTURE PARTNERS X L P
10% Owner
Transactions
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (2,865,798 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (1,637,599 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−900,000→ 900,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (900,000 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−1,575,000→ 1,575,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (1,575,000 underlying)
Holdings

  • Common Stock

    (indirect: By Partnership)
    10,362,539

  • Common Stock

    (indirect: By Partnership)
    641,560
NORWEST VENTURE PARTNERS VI A LP
10% Owner
Transactions
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−1,575,000→ 1,575,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (1,575,000 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (2,865,798 underlying)
  • Purchase

    8% Convertible Notes due 2019

    2014-12-12(indirect: See Footnote)
    Exercise: $2.44Exp: 2019-12-14→ Common Stock (1,637,599 underlying)
  • Purchase

    Common Stock Warrants (right to buy)

    2014-12-12−900,000→ 900,000 total(indirect: See Footnote)
    Exercise: $3.62From: 2016-01-15Exp: 2017-12-15→ Common Stock (900,000 underlying)
Holdings

  • Common Stock

    (indirect: By Partnership)
    641,560

  • Common Stock

    (indirect: By Partnership)
    10,362,539
Footnotes (5)
  • [F1]The securities shown on Line 1 of Table 1 represent securities held of record by Norwest Venture Partners X, LP ("NVP X"). By virtue of their positions as co-Chief Executive Officers of the managing member of the general partner of NVP X, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.
  • [F2]The securities shown on Line 2 of Table 1 and Lines 3 and 4 of Table 2 represent securities held of record by Norwest Venture Partners VII-A, LP ("NVP VII-A"). By virtue of their positions as co-Chief Executive Officers of the managing member of the general partner of NVP VII-A, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.
  • [F3]On December 12, 2014, the Issuer sold $50,000,000 aggregate principal amount of 8.00% Convertible Senior Secured Notes (the "Notes") due 2019 and related warrants ("Warrants") to purchase up to 11,250,000 shares of the Issuer's common stock in a private placement to qualified institutional buyers and accredited investors pursuant to Regulation D under the Securities Act of 1933. Norwest Venture Partners VI-A, LP ("NVP VI-A") purchased $4,000,000 aggregate principal amount of the Notes and Warrants. Except in the case of certain specified corporate events, the Notes will not be convertible prior to January 15, 2016. Thereafter, until the close of business on June 14, 2019, the Notes will only be convertible under certain circumstances. On and after June 15, 2019, the Notes may be converted at any time prior to maturity.
  • [F4]The securities shown on Lines 1 and 2 of Table 2 represent securities held of record by NVP VI-A. By virtue of their positions as co-Chief Executive Officers of the managing member of the general partner of NVP VI-A, Matthew Howard and Jeffrey Crowe may be deemed to share voting and dispositive power with respect to such securities. Messrs. Howard and Crowe disclaim beneficial ownership of all such securities, except to the extent of any pecuniary interest therein.
  • [F5]On December 12, 2014, the Issuer sold $50,000,000 aggregate principal amount of 8.00% Convertible Senior Secured Notes (the "Notes") due 2019 and related warrants ("Warrants") to purchase up to 11,250,000 shares of the Issuer's common stock in a private placement to qualified institutional buyers and accredited investors pursuant to Regulation D under the Securities Act of 1933. NVP VII-A purchased $7,000,000 aggregate principal amount of the Notes and Warrants. Except in the case of certain specified corporate events, the Notes will not be convertible prior to January 15, 2016. Thereafter, until the close of business on June 14, 2019, the Notes will only be convertible under certain circumstances. On and after June 15, 2019, the Notes may be converted at any time prior to maturity.

Documents

1 file

Issuer

CYAN INC

CIK 0001391636

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001391636

Filing Metadata

Form type
4
Filed
Dec 15, 7:00 PM ET
Accepted
Dec 16, 3:44 PM ET
Size
21.6 KB
View on SEC.gov