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
TALEO CORP [ TLEO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/03/2007 | ||||||||||||||||||||||||||
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 | ||||||
Class A Common Stock | 01/03/2007 | A | 544(1) | A | $13.2 | 2,095 | D | |||
Class A Common Stock | 3,314,497 | I | By Bain Capital entities(2)(3) |
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 |
Explanation of Responses: |
1. The Reporting Person has elected to receive 100% of his compensation for serving on the Issuer's Board of Directors and related Board committees in restricted stock. These shares are awarded in lieu of cash compensation for services rendered ($7,180.80) in Q1 2007 and vest on the last day of Q1 2007 (3/31/07). |
2. Includes (i) shares of Class A Common Stock, held by Bain Capital Venture Fund 2001, L.P. ("BCVF"), whose sole general partner is Bain Capital Venture Partners, L.P. ("BCVP"), whose sole general partner is Bain Capital Venture Investors, LLC ("BCVI"), (ii) shares of Class A Common Stock, held by BCIP Associates II ("BCIP II"), whose managing partner is Bain Capital Investors, LLC ("BCI"), whose attorney-in-fact with respect to such shares is BCVI, and (iii) shares of Class A Common Stock, held by BCIP Associates II-B ("BCIP II-B"), whose managing partner is BCI whose attorney-in-fact with respect to such shares is BCVI. (To be continued to Footnote 3). |
3. The Reporting Person is a member and Managing Director of BCVI and a limited partner of BCVP. Additionally, Mr. Schwartz is a partner of BCIP II. Accordingly, by virtue of these relationships, he may be deemed to share voting and dispositive power with respect to the securities held by BCVF, BCIP II and BCIP II-B. The Reporting Person disclaims beneficial ownership of all shares held by BCVF, BCIP II and BCIP II-B except to the extent of his pecuniary interest therein. |
Josh Faddis, Attorney-in-fact for Jeffrey M. Schwartz | 01/05/2007 | |
** 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. | ||
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. |