SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TA ASSOCIATES INC

(Last) (First) (Middle)
JOHN HANCOCK TOWER
200 CLARENDON ST, 56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IntraLinks Holdings, Inc. [ IL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/10/2010 S 3,419,795(1) D $19 12,115,281 I See Footnote 2(2)
Common Stock 12/10/2010 S 781,667(3) D $19 2,769,207 I See Footnote 4(4)
Common Stock 12/10/2010 S 85,055(5) D $19 301,324 I See Footnote 6(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
TA ASSOCIATES INC

(Last) (First) (Middle)
JOHN HANCOCK TOWER
200 CLARENDON ST, 56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA X, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA Associates X L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA Atlantic & Pacific V L P

(Last) (First) (Middle)
JOHN HANCOCK TOWER
200 CLARENDON ST. 56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA Associates AP V L.P.

(Last) (First) (Middle)
JOHN HANCOCK TOWER
200 CLARENDON ST. 56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA Strategic Partners Fund II, L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
1. Name and Address of Reporting Person*
TA Associates SPF II L.P.

(Last) (First) (Middle)
200 CLARENDON STREET
56TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See General Remarks
Explanation of Responses:
1. These shares were sold solely by TA X L.P.
2. These securities are owned solely by TA X L.P. TA Associates, Inc. is the General Partner of TA Associates X L.P., which is the General Partner of TA X L.P. Each of TA Associates, Inc. and TA Associates X L.P. may be deemed to have a beneficial interest in shares held by TA X L.P. and each disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest in such shares which is subject to indeterminable future events.
3. These shares were sold solely by TA Atlantic and Pacific V L.P.
4. These securities are owned solely by TA Atlantic and Pacific V L.P. TA Associates, Inc. is the General Partner of TA Associates AP V L.P., which is the General Partner of TA Atlantic and Pacific V L.P. Each of TA Associates, Inc. and TA Associates AP V L.P. may be deemed to have a beneficial interest in shares held by TA Atlantic and Pacific V L.P. and each disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest in such shares which is subject to indeterminable future events.
5. These shares were sold solely by TA Strategic Partners Fund II L.P.
6. These securities are owned solely by TA Strategic Partners Fund II L.P. TA Associates, Inc. is the General Partner of TA Associates SPF II L.P., which is the General Partner of TA Strategic Partners Fund II L.P. Each of TA Associates, Inc. and TA Associates SPF II L.P. may be deemed to have a beneficial interest in shares held by TA Strategic Partners Fund II L.P. and each disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest in such shares which is subject to indeterminable future events.
Remarks:
The Reporting Persons are members of a 13(d) group and have two representatives on the Issuer's board of directors. Brian J. Conway and Harry D. Taylor currently serve as the Reporting Persons' representatives on the board of directors and, as such, the Reporting Persons are deemed directors of the Issuer. Due to the limit of joint filers that can be included on one form, TA Associates, Inc., TA X L.P., TA Associates X L.P., TA Atlantic and Pacific V L.P., TA Associates AP V L.P., TA Strategic Partners Fund II L.P., TA Strategic Partners Fund II-A L.P., TA Associates SPF II L.P., TA Subordinated Debt Fund II L.P., TA Associates SDF II L.P., and TA Investors II L.P. have filed two separate forms simultaneously, which relate to the same securities of the Issuer held by such Reporting Persons.
TA Associates, Inc., By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA X L.P., By TA Associates X L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA Associates X L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA Atlantic and Pacific V L.P., By TA Associates AP V L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA Associates AP V L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA Strategic Partners Fund II L.P., By TA Associates SPF II L.P., Its General Partner, By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
TA Associates SPF II L.P., By TA Associates, Inc., Its General Partner, By Thomas P. Alber, Chief Financial Officer 12/13/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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