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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
KENEXA CORP [ KNXA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/29/2005 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 06/29/2005(1) | C | 402,460 | A | (1) | 402,460 | I | By Westbury Equity Partners SBIC, L.P.(4) | ||
Common Stock | 06/29/2005(2) | J | 205,028 | A | $12(6) | 607,488 | I | By Westbury Equity Partners SBIC, L.P.(4) | ||
Series A Redeemable Participating Preferred Stock | 06/29/2005 | J | 6,000 | D | (6) | 0 | I | By Westbury Equity Partners SBIC, L.P.(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Class C Common Stock | (3)(5) | 06/29/2005 | C | 283,074.68 | (7) | (8) | Common Stock | 402,460(3)(5) | (9) | 0 | I | By Westbury Equity Partners SBIC, L.P.(4) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Issued upon conversion of Class C Common Stock. |
2. Issued upon redemption of Series A Redeemable Participating Preferred Stock. |
3. 1-to-1 conversion ratio. In addition to the 1-to-1 conversion of each share of Class C Common Stock into one share of Common Stock, the holders of each share of Class C Common Stock received upon the closing of the Issuer's initial public offering 29.333336 additional shares of Common Stock (after giving effect to the 0.8-for-1 reverse stock split) for each share of Series A Redeemable Participating Preferred Stock owned by such holder, with the maximum provided for in the Articles of 878,609 Top-Up Shares (after giving effect to the 0.8-for-1 reverse stock split) issued to all holders of Class C Common Stock upon the conversion of all of the outstanding shares of Class C Common Stock. |
4. Westbury Equity Partners, Inc. is the general partner of Westbury Equity Partners SBIC, L.P. |
5. Reflects a 0.8-for-1 reverse stock split and the reclassification of the Issuer's Class A Common Stock into Common Stock which became effective on or about June 27, 2005. |
6. Each share of Series A Redeemable Participating Preferred Stock was automatically redeemed by the Issuer upon the closing of its initial public offering for a combination of $1000.00 in cash and shares of Common Stock valued at the initial public offering price of $12 per share. |
7. Immediately |
8. Not applicable |
9. Conversion |
Remarks: |
Richard Sicoli, Vice President | 06/29/2005 | |
** 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |