-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KjrcpuKDQWaz9anfFYo32T0H3jtReUTQxPmDN126n7S+qPPJFGw4tVcQnf0ar6zs R+htZyWFIJOF8koYidhPXA== 0001104659-08-008988.txt : 20080211 0001104659-08-008988.hdr.sgml : 20080211 20080211161914 ACCESSION NUMBER: 0001104659-08-008988 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080211 DATE AS OF CHANGE: 20080211 GROUP MEMBERS: BATTERY INVESTMENT PARTNERS VI, LLC (BIP6) GROUP MEMBERS: BATTERY PARTNERS VI, LLC GROUP MEMBERS: BATTERY VENTURES VI, L.P. GROUP MEMBERS: KENNETH P. LAWLER GROUP MEMBERS: MARK H. SHERMAN GROUP MEMBERS: MORGAN M. JONES GROUP MEMBERS: OLIVER D. CURME GROUP MEMBERS: R. DAVID TABORS GROUP MEMBERS: RICHARD D. FRISBIE GROUP MEMBERS: SCOTT R. TOBIN GROUP MEMBERS: THOMAS J. CROTTY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NETEZZA CORP CENTRAL INDEX KEY: 0001132484 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 043527320 FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83644 FILM NUMBER: 08593695 BUSINESS ADDRESS: STREET 1: 200 CROSSING BOULEVARD CITY: FRAMINGHAM STATE: MA ZIP: 01702 BUSINESS PHONE: (508) 665-6800 MAIL ADDRESS: STREET 1: 200 CROSSING BOULEVARD CITY: FRAMINGHAM STATE: MA ZIP: 01702 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BATTERY PARTNERS VI LLC CENTRAL INDEX KEY: 0001199924 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST. #200 CITY: WELLESLEY STATE: MA ZIP: 02481 BUSINESS PHONE: 7815771000 MAIL ADDRESS: STREET 1: C/O BATTERY VENTURES STREET 2: 20 WILLIAM ST STE 200 CITY: WELLESLEY STATE: MA ZIP: 02481 SC 13G 1 a08-4827_3sc13g.htm SC 13G

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

Netezza Corporation

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

64111N101

(CUSIP Number)

December 31, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Battery Ventures VI, L.P. (“BV6”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, except that Battery Partners VI, LLC (“BPVI LLC”), the general partner of BV6, may be deemed to have sole power to vote these shares; Richard D. Frisbie (“Frisbie”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Oliver D. Curme (“Curme”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Thomas J. Crotty (“Crotty”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Kenneth P. Lawler (“Lawler”) a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Morgan M. Jones (“Jones”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Mark H. Sherman (“Sherman”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Scott R. Tobin (“Tobin”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; and R. David Tabors (“Tabors”), a managing member of BPVI LLC, may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, except that BPVI LLC, the general partner of BV6, may be deemed to have sole power to vote these shares; Frisbie, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Curme, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Crotty, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Lawler, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Jones, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Sherman, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Tobin, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; and Tabors, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

2



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Battery Partners VI, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, except that Frisbie, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Curme, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Crotty, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Lawler, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Jones, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Sherman, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Tobin, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; and Tabors, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, except that Frisbie, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Curme, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Crotty, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Lawler, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Jones, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Sherman, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; Tobin, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares; and Tabors, a managing member of BPVI LLC, may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

3



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Battery Investment Partners VI, LLC (“BIP6”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
310,957 shares, except that except that Curme, a managing member of BIP6, may be deemed to have sole power to vote these shares; and Crotty, a managing member of BIP6, may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
310,957 shares, except that except that Curme, a managing member of BIP6, may be deemed to have sole power to vote these shares; and Crotty, a managing member of BIP6, may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
310,957

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.54%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

4



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Richard D. Frisbie

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Frisbie is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Frisbie is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

5



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Oliver D. Curme

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,773,940 shares, of which 7,462,983 are directly owned by BV6 and 310,957 are directly owned by BIP6. Curme is (i) a managing member of BPVI LLC, which is the general partner of BV6 and (ii) a managing member of BIP6, and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,773,940 shares, of which 7,462,983 are directly owned by BV6 and 310,957 are directly owned by BIP6. Curme is (i) a managing member of BPVI LLC, which is the general partner of BV6 and (ii) a managing member of BIP6, and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,773,940

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.56%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

6



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Thomas J. Crotty

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,773,940 shares, of which 7,462,983 are directly owned by BV6 and 310,957 are directly owned by BIP6. Crotty is (i) a managing member of BPVI LLC, which is the general partner of BV6 and (ii) a managing member of BIP6, and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,773,940 shares, of which 7,462,983 are directly owned by BV6 and 310,957 are directly owned by BIP6. Crotty is (i) a managing member of BPVI LLC, which is the general partner of BV6 and (ii) a managing member of BIP6, and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,773,940

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.56%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

7



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Kenneth P. Lawler

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Lawler is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Lawler is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

8



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Morgan M. Jones

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Jones is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Jones is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

9



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Mark H. Sherman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Sherman is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Sherman is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

10



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
Scott R. Tobin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Tobin is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Tobin is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

11



 

CUSIP No. 64111N101

 

 

1.

Names of Reporting Persons
R. David Tabors

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
USA

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Tabors is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

6.

Shared Voting Power
See response to row 5

 

7.

Sole Dispositive Power
7,462,983 shares, of which 7,462,983 are directly owned by BV6. Tabors is (i) a managing member of BPVI LLC, which is the general partner of BV6 and may be deemed to have sole power to vote these shares.

 

8.

Shared Dispositive Power
See response to row 7

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
7,462,983

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
13.02%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

12



 

CUSIP No. 64111N101

 

Item 1.

 

(a)

Name of Issuer
Netezza Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
200 Crossing Boulevard
Framingham, MA 01702

 

Item 2.

 

(a)

Name of Person Filing
Battery Ventures VI, L.P. (“BV6”), Battery Partners VI, LLC (“BPVI LLC”), Battery Investment Partners VI, LLC (“BIP6”), Richard D. Frisbie (“Frisbie”), Oliver D. Curme (“Curme”), Thomas J. Crotty (“Crotty”), Kenneth P. Lawler (“Lawler”), Morgan M. Jones (“Jones”), Mark H. Sherman (“Sherman”), Scott R. Tobin (“Tobin”), and R. David Tabors (“Tabors”). The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”

 

Frisbie, Curme, Crotty, Lawler, Jones, Sherman, Tobin, and Tabors are the sole managing members of BPVI LLC, the sole general partner of BV6. BIP6 invests alongside BV6 in all investments made by BV6. Curme and Crotty are the sole managing members of BIP6.

 

(b)

Address of Principal Business Office or, if none, Residence
The address for each of the Reporting Persons is:

 

Battery Ventures
930 Winter Street, Suite 2500
Waltham, MA 02451

 

(c)

Citizenship
Frisbie, Curme, Crotty, Lawler, Jones, Sherman, Tobin, and Tabors are United States citizens. BV6 is a limited partnership organized under the laws of the State of Delaware. BPVI LLC and BIP6 are limited liability companies organized under the laws of the State of Delaware.

 

(d)

Title of Class of Securities
Common Stock, $0.001 par value per share

 

(e)

CUSIP Number
64111N101

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

Not Applicable

 

13



 

CUSIP No. 64111N101

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

The approximate percentages of Common Stock reported as beneficially owned by the Reporting Persons is based upon 57,317,181 shares of Common Stock outstanding as of December 7, 2007, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended October 31, 2007.

 

The following information with respect to the ownership of the ordinary shares of the issuer by the Reporting Persons filing this Statement is provided as of December 31, 2007:

 

(a)

Amount beneficially owned:   

See Row 9 of cover page for each Reporting Person.

 

(b)

Percent of class:   

See Row 11 of cover page for each Reporting Person.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

See Row 5 of cover page for each Reporting Person.

 

 

(ii)

Shared power to vote or to direct the vote    

See Row 6 of cover page for each Reporting Person.

 

 

(iii)

Sole power to dispose or to direct the disposition of   

See Row 7 of cover page for each Reporting Person.

 

 

(iv)

Shared power to dispose or to direct the disposition of   

See Row 8 of cover page for each Reporting Person.

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Not Applicable

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

Under certain circumstances set forth in the limited partnership agreement of BV6 and the limited liability company agreement of BIP6, the general and limited partners of each such entity may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

Not Applicable

 

Item 8.

Identification and Classification of Members of the Group

 

Not Applicable

 

Item 9.

Notice of Dissolution of Group

 

Not Applicable

 

14



 

CUSIP No. 64111N101

Item 10.

Certification

 

Not Applicable

 

SIGNATURES

 

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:  February   , 2008

 

 

BATTERY VENTURES VI, L.P.

 

 

 

By:

Battery Partners VI, LLC

 

 

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

BATTERY PARTNERS VI, LLC

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

BATTERY INVESTMENT PARTNERS VI, LLC

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

RICHARD D. FRISBIE

 

 

 

 

 

By:

         *

 

 

Richard D. Frisbie

 

 

 

 

 

 

 

OLIVER D. CURME

 

 

 

 

 

By:

         *

 

 

Oliver D. Curme

 

 

 

 

 

 

 

THOMAS J. CROTTY

 

 

 

 

 

By:

         *

 

 

Thomas J. Crotty

 

15



 

CUSIP No. 64111N101

 

 

KENNETH P. LAWLER

 

 

 

 

 

By:

         *

 

 

Kenneth P. Lawler

 

 

 

 

 

 

 

MORGAN M. JONES

 

 

 

 

 

By:

         *

 

 

Morgan M. Jones

 

 

 

 

 

 

 

MARK H. SHERMAN

 

 

 

 

 

By:

         *

 

 

Mark H. Sherman

 

 

 

 

 

 

 

SCOTT R. TOBIN

 

 

 

 

 

By:

         *

 

 

Scott R. Tobin

 

 

 

 

 

 

 

R. DAVID TABORS

 

 

 

 

 

By:

         *

 

 

R. David Tabors

 

*By:

 

/s/ Christopher Hanson

 

Name:

 

 Christopher Hanson

 

 

Attorney-in-Fact

 

 

 

This Schedule 13G was executed pursuant to a Power of Attorney.   Note that copies of the applicable Powers of Attorney are already on file with the appropriate agencies.

 

16



EXHIBIT 1

 

CUSIP No. 64111N101

 

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required on Schedule 13G need be filed with respect to ownership by each of the undersigned of shares of Common Stock of Netezza Corporation.

 

This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.

 

 

Dated February   , 2008

 

 

 

BATTERY VENTURES VI, L.P.

 

 

 

By:

Battery Partners VI, LLC

 

 

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

BATTERY PARTNERS VI, LLC

 

 

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

BATTERY INVESTMENT PARTNERS VI, LLC

 

 

 

 

 

By:

         *

 

 

Managing Member

 

 

 

 

RICHARD D. FRISBIE

 

 

 

 

 

By:

         *

 

 

Richard D. Frisbie

 

 

 

 

 

 

 

OLIVER D. CURME

 

 

 

 

 

By:

         *

 

 

Oliver D. Curme

 

17



 

CUSIP No. 64111N101

 

 

THOMAS J. CROTTY

 

 

 

 

 

 

 

By:

         *

 

 

Thomas J. Crotty

 

 

 

 

 

 

 

KENNETH P. LAWLER

 

 

 

 

 

By:

         *

 

 

Kenneth P. Lawler

 

 

 

 

 

 

 

MORGAN M. JONES

 

 

 

 

 

By:

         *

 

 

 

Morgan M. Jones

 

 

 

 

 

 

 

 

 

MARK H. SHERMAN

 

 

 

 

 

By:

         *

 

 

Mark H. Sherman

 

 

 

 

 

 

 

SCOTT R. TOBIN

 

 

 

 

 

By:

         *

 

 

Scott R. Tobin

 

 

 

 

 

 

 

R. DAVID TABORS

 

 

 

 

 

By:

         *

 

 

R. David Tabors

 

 

*By:

 

/s/ Christopher Hanson

 

Name:

 

 Christopher Hanson

 

 

 

Attorney-in-Fact

 

 

 

This Schedule 13G was executed pursuant to a Power of Attorney.   Note that copies of the applicable Powers of Attorney are already on file with the appropriate agencies.

 

18


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