4//SEC Filing
Eloqua, Inc. 4
Accession 0001209191-12-040731
CIK 0001375271operating
Filed
Aug 6, 8:00 PM ET
Accepted
Aug 7, 4:33 PM ET
Size
17.7 KB
Accession
0001209191-12-040731
Insider Transaction Report
Form 4
Eloqua, Inc.ELOQ
JMI EQUITY FUND IV LP
Director10% Owner
Transactions
- Conversion
Series B Convertible Preferred Stock
2012-08-07−4,767,876→ 0 total(indirect: See footnotes)→ Common Stock (1,907,150 underlying) - Conversion
Common Stock
2012-08-07+8,316,251→ 8,316,251 total(indirect: See footnotes) - Conversion
Series A Convertible Preferred Stock
2012-08-07−12,124,650→ 0 total(indirect: See footnotes)→ Common Stock (4,849,859 underlying) - Conversion
Series C Convertible Preferred Stock
2012-08-07−3,898,107→ 0 total(indirect: See footnotes)→ Common Stock (1,559,242 underlying)
JMI EQUITY FUND V AI L P
Director10% Owner
Transactions
- Conversion
Common Stock
2012-08-07+8,316,251→ 8,316,251 total(indirect: See footnotes) - Conversion
Series A Convertible Preferred Stock
2012-08-07−12,124,650→ 0 total(indirect: See footnotes)→ Common Stock (4,849,859 underlying) - Conversion
Series C Convertible Preferred Stock
2012-08-07−3,898,107→ 0 total(indirect: See footnotes)→ Common Stock (1,559,242 underlying) - Conversion
Series B Convertible Preferred Stock
2012-08-07−4,767,876→ 0 total(indirect: See footnotes)→ Common Stock (1,907,150 underlying)
JMI Associates IV, LLC
Director10% Owner
Transactions
- Conversion
Common Stock
2012-08-07+8,316,251→ 8,316,251 total(indirect: See footnotes) - Conversion
Series B Convertible Preferred Stock
2012-08-07−4,767,876→ 0 total(indirect: See footnotes)→ Common Stock (1,907,150 underlying) - Conversion
Series C Convertible Preferred Stock
2012-08-07−3,898,107→ 0 total(indirect: See footnotes)→ Common Stock (1,559,242 underlying) - Conversion
Series A Convertible Preferred Stock
2012-08-07−12,124,650→ 0 total(indirect: See footnotes)→ Common Stock (4,849,859 underlying)
Footnotes (5)
- [F1]Represents the total number of shares received upon conversion of shares of the Issuer's Series A Convertible Preferred Stock (the "Series A Shares"), Series B Convertible Preferred Stock (the "Series B Shares") and Series C Convertible Preferred Stock (the "Series C Shares" and together with the Series A Shares and Series B Shares, collectively, the "Preferred Shares").
- [F2]As of the date hereof, JMI Equity Fund IV, L.P. ("Fund IV") owns an aggregate of 7,706,011 shares of Common Stock after conversion of the Series A Shares, Series B Shares and Series C Shares. Prior to the Issuer's initial public offering Fund IV owned 11,234,952 Series A Shares, 4,418,013 Series B Shares and 3,612,067 Series C Shares. As of the date hereof JMI Equity Fund IV (AI), L.P. ("Fund IV (AI)" and together with Fund IV, collectively the "Equity IV Funds") owns an aggregate of 610,240 shares of Common Stock after conversion of the Series A Shares, Series B Shares and Series C Shares. Prior to the Issuer's initial public offering Fund IV (AI) owned 889,698 Series A Shares, 349,863 Series B Shares and 286,040 Series C Shares. JMI Associates IV, L.L.C. is the general partner of the Equity IV Funds and for Section 13(d) purposes may be deemed to be the beneficial owner of the shares held by the Equity IV Funds.
- [F3]JMI Associates IV, L.L.C. disclaims Section 16 beneficial ownership of the shares of Common Stock, Series A Shares, Series B Shares and Series C Shares held by the Equity IV Funds (collectively, the "Equity IV Fund Shares") and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Equity IV Fund Shares, except to the extent of its pecuniary interest, if any, in the Equity IV Fund Shares by virtue of its general partner interest in the Equity IV Funds.
- [F4]Bradford D. Woloson, a managing member of JMI Associates IV, L.L.C., serves as the representatives of JMI Associates IV, L.L.C. and the Equity IV Funds on the Issuer's board of directors.
- [F5]Effective upon the closing of the Issuer's initial public offering of its Common Stock, each Preferred Share automatically converted at a ratio of 5-to-2 into the number of shares of Common Stock shown in column 7. The Preferred Shares had no expiration date.
Documents
Issuer
Eloqua, Inc.
CIK 0001375271
Entity typeoperating
Related Parties
1- filerCIK 0001375271
Filing Metadata
- Form type
- 4
- Filed
- Aug 6, 8:00 PM ET
- Accepted
- Aug 7, 4:33 PM ET
- Size
- 17.7 KB