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*
BATTERY VENTURES VI LP

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NETEZZA CORP [ NZ ]
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)
07/24/2007
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 07/24/2007 C 5,722,992 A (1) 5,827,506(2) D
Common Stock 07/24/2007 C 238,458 A (1) 242,813(3) D
Common Stock 07/24/2007 C 1,256,630 A (1) 7,084,136(2) D
Common Stock 07/24/2007 C 52,359 A (1) 295,172(3) D
Common Stock 07/24/2007 C 378,847 A (1) 7,462,983(2) D
Common Stock 07/24/2007 C 15,785 A (1) 310,957(3) 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
Series B Convertible Preferred Stock (1) 07/24/2007 C 11,445,985 (1) (4) Common Stock 5,722,992(1)(2) $0.00 0 D
Series B Convertible Preferred Stock (1) 07/24/2007 C 476,916 (1) (4) Common Stock 238,458(1)(3) $0.00 0 D
Series C Convertible Preferred Stock (1) 07/24/2007 C 2,513,260 (1) (4) Common Stock 1,256,630(1)(2) $0.00 0 D
Series C Convertible Preferred Stock (1) 07/24/2007 C 104,719 (1) (4) Common Stock 52,359(1)(3) $0.00 0 D
Series D Convertible Preferred Stock (1) 07/24/2007 C 757,695 (1) (4) Common Stock 378,847(1)(2) $0.00 0 D
Series D Convertible Preferred Stock (1) 07/24/2007 C 31,571 (1) (4) Common Stock 15,785(1)(3) $0.00 0 D
1. Name and Address of Reporting Person*
BATTERY VENTURES VI LP

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
BATTERY PARTNERS VI LLC

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
BATTERY INVESTMENT PARTNERS VI LLC

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
CURME OLIVER D

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
FRISBIE RICHARD D

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
LAWLER KENNETH P

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
JONES MORGAN M

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
SHERMAN MARK H

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
TOBIN SCOTT R

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
TABORS R DAVID

(Last) (First) (Middle)
BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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. The Series B, Series C, and Series D Convertible Preferred Stock converted into Common Stock on a 1-for-2 basis upon the closing of the Issuer's initial public offering without payment of consideration.
2. These seucrities are owned solely by Battery Ventures VI, L.P. Battery Parters VI, LLC is the general partner of Battery Ventures VI, L.P. Thomas J. Crotty, Oliver D. Curme, Richard D. Frisbie, Morgan M. Jones, Kenneth P. Lawler, Mark H. Sherman, Scott T. Tobin, and R. David Tabors are the managing members of Battery Partners VI, LLC, and hold voting and dispositive power for the shares held by Battery Ventures VI, L.P. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
3. These securities are owned solely by Battery Investment Partners VI, LLC. The managers of Battery Investment Partners VI, LLC are Thomas J. Crotty and Oliver D. Curme, who hold voting and dispositive power for the shares held by Battery Investment Partners VI, LLC. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.
4. Not applicable.
Remarks:
/s/ Christopher C. Schiavo (acting as attorney-in-fact for Battery Ventures VI LP) 07/26/2007
/s/ Christopher Schiavo (acting as attorney-in-fact Battery Partners VI, LLC) 07/26/2007
/s/ Chisopher Schiavo (acting as attorney-in-fact Battery Investment Partners VI, LLC) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Oliver D. Curme) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Richard D. Frisbie) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Kenneth P. Lawler) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Morgan M. Jones) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Mark H. Sherman) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of Scott R. Tobin) 07/26/2007
/s/ Chisopher C. Schiavo (acting as attorney in-fact on behalf of R. David Tabors) 07/26/2007
** 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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