SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Altira Group LLC

(Last)

(First)

(Middle)

C/O RIGNET, INC.

1880 S. DAIRY ASHFORD, SUITE 300

(Street)

HOUSTON

77077

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/14/2010

3. Issuer Name and Ticker or Trading Symbol
RigNet, Inc. [ RNET ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,137,301	I	See footnotes⁽¹⁾⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	500,000	$0	I	See footnotes⁽¹⁾⁽⁴⁾
Series B Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	37,910	$0	I	See footnotes⁽¹⁾⁽⁴⁾
Series C Preferred Stock	⁽³⁾	⁽³⁾	Common Stock	475,017	$0	I	See footnotes⁽¹⁾⁽⁴⁾
Common Stock Warrants (right to buy)	⁽⁵⁾	12/31/2015	Common Stock	275,666	$7	I	See footnotes⁽¹⁾⁽⁶⁾
Common Stock Warrants (right to buy)	⁽⁷⁾	12/31/2015	Common Stock	91,492	$0.04	I	See footnotes⁽¹⁾⁽⁶⁾

1. Name and Address of Reporting Person^*

Altira Group LLC

(Last)

(First)

(Middle)

C/O RIGNET, INC.

1880 S. DAIRY ASHFORD, SUITE 300

(Street)

HOUSTON

77077

(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^*

Altira Management IV LLC

(Last)

(First)

(Middle)

C/O RIGNET, INC.

1880 S. DAIRY ASHFORD, SUITE 300

(Street)

HOUSTON

7077

(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^*

ALTIRA TECHNOLOGY FUND IV L P

(Last)

(First)

(Middle)

C/O RIGNET, INC.

1880 S. DAIRY ASHFORD, SUITE 300

(Street)

HOUSTON

7077

(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^*

ALTIRA TECHNOLOGY FUND III LLC

(Last)

(First)

(Middle)

C/O RIGNET, INC.

1880 S. DAIRY ASHFORD, SUITE 300

(Street)

HOUSTON

7077

(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. Altira Group LLC is the managing member of Altira Technology Fund III LLC and the managing member and sole member of Altira Management IV LLC, which is the general partner of Altira Technology Fund IV L.P.

2. The Common Stock is owned directly by Altira Technology Fund IV L.P. Altira Group LLC and Altira Management IV LLC are indirect beneficial owners of the reported securities.

3. The Issuer's Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock are convertible into shares of Common Stock at any time, at the holder's election, and will automatically convert into Common Stock immediately prior to the closing of the Issuer's initial public offering.

4. The Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock are owned directly by Altira Technology Fund III LLC. Altira Group LLC is a direct beneficial owner of the reported securities.

5. The Common Stock Warrants are exercisable at any time, at the holder's election, until December 31, 2015.

6. The Common Stock Warrants are owned directly by Altira Technology Fund IV L.P. Altira Group LLC and Altira Management IV LLC are indirect beneficial owners of the reported securities.

7. The Common Stock Warrants are exercisable at any time, at the holder's election, until December 31, 2015.

Remarks:

Exhibit List --------------- Exhibit 24-Limited Power of Attorney for Section 16(a) Reporting

	William Sutton pursuant to a Limited Power of Attorney filed with the SEC on December 14, 2010. /s/ William Sutton	12/14/2010
	** 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 5 (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).
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