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Home/Filings/4/0001193805-14-000627
4//SEC Filing

Amber Road, Inc. 4

Accession 0001193805-14-000627

CIK 0001314223operating
View on SEC.govCompany Profile

Filed

Mar 25, 8:00 PM ET

Accepted

Mar 26, 8:20 PM ET

Size

25.7 KB

Accession

0001193805-14-000627

Insider Transaction Report

Form 4
Period: 2014-03-26
Amber Road, Inc.AMBR
GOLDSMITH BERNARD M
Director10% Owner
Transactions
  • Sale

    Common Stock, $0.001 par value per share

    2014-03-26$13.00/sh−803,973$10,451,649→ 3,089,183 total(indirect: By Funds)
  • Conversion

    Series A Preferred Stock

    2014-03-26−180,360→ 0 total(indirect: By Fund)
    → Common Stock (187,079 underlying)
  • Conversion

    Common Stock, $0.001 par value per share

    2014-03-26+187,079→ 221,852 total(indirect: By Fund)
  • Conversion

    Common Stock, $0.001 par value per share

    2014-03-26+1,362,630→ 1,584,482 total(indirect: By Funds)
  • Conversion

    Common Stock, $0.001 par value per share

    2014-03-26+1,939,334→ 3,523,816 total(indirect: By Funds)
  • Conversion

    Common Stock, $0.001 par value per share

    2014-03-26+369,340→ 3,893,156 total(indirect: By Fund)
  • Conversion

    Series B Preferred Stock

    2014-03-26−1,238,187→ 0 total(indirect: By Funds)
    → Common Stock (1,362,630 underlying)
  • Conversion

    Series D Preferred Stock

    2014-03-26−332,989→ 0 total(indirect: By Fund)
    → Common Stock (369,340 underlying)
  • Conversion

    Series C Preferred Stock

    2014-03-26−1,775,542→ 0 total(indirect: By Funds)
    → Common Stock (1,939,334 underlying)
Footnotes (11)
  • [F1]This transaction is being reported because it occurred within the six months prior to the initial public offering. On the date listed, (i) 180,360 shares of Series A Preferred shares were automatically converted into 187,079 shares of common stock, (ii) 1,238,187 shares of Series B Preferred shares were automatically converted into 1,362,630 shares of common stock, (iii) 1,775,542 shares of Series C Preferred shares were automatically converted into 1,939,334 shares of common stock, and (iv) 332,989 shares of Series D Preferred shares were automatically converted into 369,340 shares of common stock. The foregoing shares of common stock are on an as converted basis and include the payment of shares in satisfaction of
  • [F10]Includes shares of common stock issued in satisfaction of $472,564 of accrued but unpaid dividends on the Series D Preferred Stock, calculated on the basis of $13.00 per share of common stock, which was the price per share of the common stock issued in the registrant's initial public offering.
  • [F11]These shares are being sold by the Funds as follows: (i) Updata Partners III. L.P., 645,031 shares, (ii) Updata Venture Partners II, L.P., 126,190 shares, (iii) Updata Venture Partners II B, L.P., 24,652 shares, and (iv) UVP Executive Fund, L.P., 8,100 shares.
  • [F2]Each share of Preferred Stock converted automatically into shares of common stock upon the closing of the issuer's initial public offering of its common stock.
  • [F3]Includes shares of common stock issued in satisfaction of $87,360 of accrued but unpaid dividends on the Series A Preferred Stock, calculated on the basis of $13.00 per share of common stock, which was the price per share of the common stock issued in the registrant's initial public offering.
  • [F4]These shares are issued to Updata Partners III, L.P.
  • [F5]Includes shares of common stock issued in satisfaction of $1,617,778 of accrued but unpaid dividends on the Series B Preferred Stock, calculated on the basis of $13.00 per share of common stock, which was the price per share of the common stock issued in the registrant's initial public offering.
  • [F6]Consists of shares held by or issuable to Updata Partners III, L.P., Updata Venture Partners II B, L.P., UVP II Executive Fund, L.P., and Updata Venture Partners II, L.P. (the "Funds"). Bernard Goldsmith, a director of the Issuer, is a member of NJVA, LLC, which is the general partner of Updata Venture Associates II, L.P., which is the general partner of Updata Venture Partners II, L.P. Bernard Goldsmith, is a member of NJVA, LLC, which is the general partner of Updata Venture Associates II, L.P., which is the general partner of Updata Venture Partners II B, L.P. Bernard Goldsmith, is a member of NJVA, LLC, which is the general partner of Updata Venture Associates II, L.P., which is the general partner of UVP II Executive Fund, L.P. Bernard Goldsmith, is a member of NJVA III, LLC, which is the general partner of Updata Associates III, L.P., which is the general partner of Updata Partners III, L.P.
  • [F7]Consists of 953,843 shares issued to Updata Partners III, L.P., 63,402 shares issued to Updata Venture Partners II B, L.P., 20,831 shares issued to UVP Executive Fund, L.P., and 324,554 shares issued to Updata Venture Partners II, L.P.
  • [F8]Includes shares of common stock issued in satisfaction of $2,129,313 of accrued but unpaid dividends on the Series C Preferred Stock, calculated on the basis of $13.00 per share of common stock, which was the price per share of the common stock issued in the registrant's initial public offering.
  • [F9]Consists of 1,581,744 shares issued to Updata Partners III, L.P., 283,906 shares issued to Updata Venture Partners II B, L.P., 18,222 shares issued to UVP Executive Fund, L.P., and 55,462 shares issued to Updata Venture Partners II, L.P.

Documents

1 file

Issuer

Amber Road, Inc.

CIK 0001314223

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001314223

Filing Metadata

Form type
4
Filed
Mar 25, 8:00 PM ET
Accepted
Mar 26, 8:20 PM ET
Size
25.7 KB
View on SEC.gov