0001209191-15-035824.txt : 20150423 0001209191-15-035824.hdr.sgml : 20150423 20150423205323 ACCESSION NUMBER: 0001209191-15-035824 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150423 FILED AS OF DATE: 20150423 DATE AS OF CHANGE: 20150423 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apigee Corp CENTRAL INDEX KEY: 0001324772 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 201367539 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 408-343-7300 MAIL ADDRESS: STREET 1: 10 SOUTH ALMADEN BLVD. STREET 2: 16TH FLOOR CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: Sonoa Systems Inc DATE OF NAME CHANGE: 20050425 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PHILLIPS STUART G CENTRAL INDEX KEY: 0001225479 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789752 MAIL ADDRESS: STREET 1: 2735 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAY PARTNERS X ENTREPRENEURS FUND LP CENTRAL INDEX KEY: 0001130811 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789753 BUSINESS ADDRESS: STREET 1: 10600 NORTH DEANZA BLVD STREET 2: STE 100 CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4087252444 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAY PARTNERS X LP CENTRAL INDEX KEY: 0001130813 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789754 BUSINESS ADDRESS: STREET 1: 10600 NORTH DEANZA BLVD STREET 2: STE 100 CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4087252444 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bay Management Co X, LLC CENTRAL INDEX KEY: 0001540244 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37346 FILM NUMBER: 15789755 BUSINESS ADDRESS: STREET 1: 490 S CALIFORNIA AVENUE STREET 2: SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94306 BUSINESS PHONE: 650-854-1500 MAIL ADDRESS: STREET 1: 490 S CALIFORNIA AVENUE STREET 2: SUITE 200 CITY: PALO ALTO STATE: CA ZIP: 94306 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-04-23 0 0001324772 Apigee Corp APIC 0001540244 Bay Management Co X, LLC 2180 SAND HILL ROAD, SUITE 345 MENLO PARK CA 94025 0 0 1 0 0001130813 BAY PARTNERS X LP 2180 SAND HILL ROAD, SUITE 345 MENLO PARK CA 94025 0 0 1 0 0001130811 BAY PARTNERS X ENTREPRENEURS FUND LP 2180 SAND HILL ROAD, SUITE 345 MENLO PARK CA 94025 0 0 1 0 0001225479 PHILLIPS STUART G 2180 SAND HILL ROAD, SUITE 345 MENLO PARK CA 94025 0 0 1 0 Series A Convertible Preferred Stock Common Stock 1039249 I See footnote Series A Convertible Preferred Stock Common Stock 57583 I See footnote Series B Convertible Preferred Stock Common Stock 769704 I See footnote Series B Convertible Preferred Stock Common Stock 42647 I See footnote Series C Convertible Preferred Stock Common Stock 813754 I See footnote Series C Convertible Preferred Stock Common Stock 45088 I See footnote Series D Convertible Preferred Stock Common Stock 502968 I See footnote Series D Convertible Preferred Stock Common Stock 27868 I See footnote Series E Convertible Preferred Stock Common Stock 422540 I See footnote Series E Convertible Preferred Stock Common Stock 23412 I See footnote Series F Convertible Preferred Stock Common Stock 428827 I See footnote Series F Convertible Preferred Stock Common Stock 23760 I See footnote Series G Convertible Preferred Stock Common Stock 189245 I See footnote Series G Convertible Preferred Stock Common Stock 10485 I See footnote Series H Convertible Preferred Stock Common Stock 46866 I See footnote Series H Convertible Preferred Stock Common Stock 2596 I See footnote The Series A Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1.261 basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The reported shares are held of record by Bay Partners X, LP ("Bay Partners"). Bay Management Company X, LLC ("Bay Management") is the general partner of Bay Partners. Neal Dempsey and Stuart G. Phillips, as the co-Managers of Bay Management, share voting and dispositive power with respect to the shares held by Bay Partners. Messrs. Dempsey and Phillips disclaim beneficial ownership of the securities reported herein, except to the extent of any individual pecuniary interest therein. The reported shares are held of record by Bay Partners X Entrepreneurs Fund, LP ("Bay Entrepreneurs"). Bay Management is the general partner of Bay Entrepreneurs. Neal Dempsey and Stuart G. Phillips, as the co-Managers of Bay Management, share voting and dispositive power with respect to the shares held by Bay Entrepreneurs. Messrs. Dempsey and Phillips disclaim beneficial ownership of the securities reported herein, except to the extent of any individual pecuniary interest therein. The Series B Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1.363 basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series C, D, E, F and G Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. The Series H Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1.037 basis immediately prior to the completion of the Issuer's initial public offering of common stock and has no expiration date. /s/ Stuart G. Phillips, Manager, Bay Management Company X, LLC 2015-04-23 /s/ Stuart G. Phillips, Manager, Bay Management Company X, LLC, the General Partner of Bay Partners X, LP 2015-04-23 /s/ Stuart G. Phillips, Manager, Bay Management Company X, LLC, the General Partner of Bay Partners X Entrepreneurs Fund, LP 2015-04-23 /s/ Stuart G. Phillips 2015-04-23