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*
Edison Partners IV SBIC, LLC

(Last) (First) (Middle)
1009 LENOX DRIVE #4

(Street)
LAWRENCEVILLE NJ 08648

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TANGOE INC [ TNGO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/03/2012
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 04/03/2012 S 764,008 D $17.4825 0(1) D
Common Stock 04/03/2012 S 2,225,814 D $17.4825 1,479,490(2) D
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*
Edison Partners IV SBIC, LLC

(Last) (First) (Middle)
1009 LENOX DRIVE #4

(Street)
LAWRENCEVILLE NJ 08648

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Edison Partners IV LP

(Last) (First) (Middle)
1009 LENOX DRIVE #4

(Street)
LAWRENCEVILLE NJ 08648

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Edison Venture Fund IV SBIC, LP

(Last) (First) (Middle)
1009 LENOX DRIVE #4

(Street)
LAWRENCEVILLE NJ 08648

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
EDISON VENTURE FUND IV LP

(Last) (First) (Middle)
1009 LENOX DRIVE #4

(Street)
LAWRENCEVILLE NJ 08648

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. These securities are owned solely by Edison Venture Fund IV, L.P. Edison Partners IV, L.P. is the general partner of Edison Venture Fund IV, L.P. Each of the filing persons disclaims beneficial ownership of the shares expect to the extent of its pecuniary interest therein.
2. These securities are owned solely by Edison Venture Fund IV SBIC, L.P. Edison Partners IV SBIC, LLC is the general partner of Edison Venture Fund IV SBIC, L.P. Each of the filing persons disclaims beneficial ownership of the shares expect to the extent of its pecuniary interest therein.
/s/ Thomas P. Flynn (as attorney-in-fact) 04/04/2012
/s/ Thomas P. Flynn (as attorney-in-fact) 04/04/2012
/s/ Thomas P. Flynn (as attorney-in-fact) 04/04/2012
/s/ Thomas P. Flynn (as attorney-in-fact) 04/04/2012
** 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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