0001104659-15-009088.txt : 20150212 0001104659-15-009088.hdr.sgml : 20150212 20150212060043 ACCESSION NUMBER: 0001104659-15-009088 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150212 DATE AS OF CHANGE: 20150212 GROUP MEMBERS: ALAN E. SALZMAN GROUP MEMBERS: VANTAGEPOINT VENTURE ASSOCIATES IV, L.L.C. GROUP MEMBERS: VANTAGEPOINT VENTURE PARTNERS IV PRINCIPALS FUND, L.P. GROUP MEMBERS: VANTAGEPOINT VENTURE PARTNERS IV, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WAGEWORKS, INC. CENTRAL INDEX KEY: 0001158863 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 943351864 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86977 FILM NUMBER: 15601768 BUSINESS ADDRESS: STREET 1: 1100 PARK PLACE STREET 2: 4TH FLOOR CITY: SAN MATEO STATE: CA ZIP: 94403 BUSINESS PHONE: 650-557-5200 MAIL ADDRESS: STREET 1: 1100 PARK PLACE STREET 2: 4TH FLOOR CITY: SAN MATEO STATE: CA ZIP: 94403 FORMER COMPANY: FORMER CONFORMED NAME: WAGEWORKS INC DATE OF NAME CHANGE: 20010907 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VANTAGEPOINT VENTURE PARTNERS IV Q LP CENTRAL INDEX KEY: 0001129585 IRS NUMBER: 943359388 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1001 BAY HILL DRIVE STREET 2: SUITE 300 CITY: SAN BRUNO STATE: CA ZIP: 94066 BUSINESS PHONE: 6508663100 MAIL ADDRESS: STREET 1: 1001 BAY HILL DRIVE STREET 2: SUITE 300 CITY: SAN BRUNO STATE: CA ZIP: 94066 SC 13G/A 1 a15-4125_2sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 2 — Exit Filing)*

 

WageWorks, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

930427109

(CUSIP Number)

December 31, 2014

(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-l(b)

o

Rule 13d-l(c)

x

Rule 13d-l(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).

 

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 control number.

 

SEC 1745 (3-06)

 



 

CUSIP No. 930427109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

VantagePoint Venture Partners IV (Q), L.P.

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0

 

6.

Shared Voting Power
610,830

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
610,830

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
610,830

 

 

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)
1.73%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

2



 

CUSIP No. 930427109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

VantagePoint Venture Partners IV Principals Fund, L.P.

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0

 

6.

Shared Voting Power
18,368

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
18,368

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,368

 

 

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)
0.05%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

3



 

CUSIP No. 930427109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

VantagePoint Venture Partners IV, L.P.

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0

 

6.

Shared Voting Power
76,593

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
76,593

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
76,593

 

 

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)
0.22%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

4



 

CUSIP No. 930427109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

VantagePoint Venture Associates IV, L.L.C.

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
0

 

6.

Shared Voting Power
739,642

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
739,642

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
739,642*

 

 

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)
2.09%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 


*Pursuant to Rule 13d-4, the Reporting Person disclaims beneficial ownership of all but 13,900 of the shares of common stock reflected herein and, as such, declares that the statement shall not be construed as an admission that such person is the beneficial owner of any securities covered hereby.

 

5



 

CUSIP No. 930427109

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).

Alan E. Salzman

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Canada

 

 

 

Number of
Shares
Beneficially by
Owned by
Each
Reporting
Person With:

5.

Sole Voting Power
9,966

 

6.

Shared Voting Power
749,608

 

7.

Sole Dispositive Power
9,966

 

8.

Shared Dispositive Power
749,608

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
749,608*

 

 

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)
2.12%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


*Pursuant to Rule 13d-4, the Reporting Person disclaims beneficial ownership of the shares of common stock reflected herein and, as such, declares that the statement shall not be construed as an admission that such person is the beneficial owner of any securities covered hereby.

 

6



 

Item 1.

 

(a)

Name of Issuer
WageWorks, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
1100 Park Place, 4th Floor, San Mateo, CA 94403

 

Item 2.

 

(a)

Name of Person Filing
VantagePoint Venture Partners IV (Q), L.P.

VantagePoint Venture Partners IV Principals Fund, L.P.

VantagePoint Venture Partners IV, L.P.

VantagePoint Venture Associates IV, L.L.C.

Alan E. Salzman

 

(b)

Address of Principal Business Office or, if none, Residence
1001 Bayhill Drive Suite 300, San Bruno, CA 94066

 

(c)

Citizenship
United States of America (Except Mr. Alan E. Salzman – Canada)

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
930427109

 

Item 3.

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

 

Not applicable.

 

 

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.

 

(a)

Amount beneficially owned:   

VantagePoint Venture Partners IV (Q), L.P.: 610,830

VantagePoint Venture Partners IV Principals Fund, L.P.: 18,368

VantagePoint Venture Partners IV, L.P.: 76,593

VantagePoint Venture Associates IV, L.L.C.*: 739,642

Alan E. Salzman**: 749,608

 

(b)

Percent of class:   

VantagePoint Venture Partners IV (Q), L.P.: 1.73%

VantagePoint Venture Partners IV Principals Fund, L.P.: 0.05%

VantagePoint Venture Partners IV, L.P.: 0.22%

VantagePoint Venture Associates IV, L.L.C.*: 2.09%

Alan E. Salzman**: 2.12%

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

VantagePoint Venture Partners IV (Q), L.P.: 0

VantagePoint Venture Partners IV Principals Fund, L.P.: 0

VantagePoint Venture Partners IV, L.P.: 0

VantagePoint Venture Associates IV, L.L.C.*: 0

Alan E. Salzman**: 9,966

 

 

(ii)

Shared power to vote or to direct the vote    

VantagePoint Venture Partners IV (Q), L.P.: 610,830

VantagePoint Venture Partners IV Principals Fund, L.P.: 18,368

VantagePoint Venture Partners IV, L.P.: 76,593

VantagePoint Venture Associates IV, L.L.C.*: 739,642

Alan E. Salzman**: 749,608

 

7



 

 

 

(iii)

Sole power to dispose or to direct the disposition of   

VantagePoint Venture Partners IV (Q), L.P.: 0

VantagePoint Venture Partners IV Principals Fund, L.P.: 0

VantagePoint Venture Partners IV, L.P.: 0

VantagePoint Venture Associates IV, L.L.C.*: 0

Alan E. Salzman**: 9,966

 

 

(iv)

Shared power to dispose or to direct the disposition of   

VantagePoint Venture Partners IV (Q), L.P.: 610,830

VantagePoint Venture Partners IV Principals Fund, L.P.: 18,368

VantagePoint Venture Partners IV, L.P.: 76,593

VantagePoint Venture Associates IV, L.L.C.*: 739,642

Alan E. Salzman**: 749,608


* VantagePoint Venture Associates IV, L.L.C. is the general partner for VantagePoint Venture Partners IV Principals Fund, L.P., VantagePoint Venture Partners IV (Q), L.P. and VantagePoint Venture Partners IV, L.P.  VantagePoint Venture Associates IV, L.L.C. disclaims beneficial ownership of all but 33,851 of such shares.

 

** Mr. Alan Salzman is a Managing Member of VantagePoint Venture Associates IV, L.L.C.  Mr. Salzman disclaims beneficial ownership of all but 9,966 of such shares.

 

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   x.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

Item 7.

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

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group

 

Not applicable.

 

8



 

Item 10.

Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

SIGNATURE

 

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.

 

Dated: February 12, 2015

 

VANTAGEPOINT VENTURE
PARTNERS IV PRINCIPALS FUND, L.P.

VANTAGEPOINT VENTURE
PARTNERS IV, L.P.

By: VantagePoint Venture Associates IV, L.L.C.

By: VantagePoint Venture Associates IV, L.L.C.

Its General Partner

Its General Partner

 

 

By:

/s/ Alan E. Salzman

 

By:

/s/ Alan E. Salzman

Name:

Alan E. Salzman,

 

Name:

Alan E. Salzman,

Managing Member

Managing Member

 

 

 

 

VANTAGEPOINT VENTURE
PARTNERS IV (Q), L.P.

VANTAGEPOINT VENTURE
ASSOCIATES IV, L.L.C.

By: VantagePoint Venture Associates IV, L.L.C.

 

Its General Partner

By:

/s/ Alan E. Salzman

 

Name:

Alan E. Salzman,

By:

/s/ Alan E. Salzman

 

Managing Member

Name:

Alan E. Salzman,

 

 

Managing Member

/s/ Alan E. Salzman

 

Alan E. Salzman

 

Attention: Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001)

 

9



 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the Schedule 13G to which this Agreement is an exhibit (and any further amendment filed by them) with respect to the shares of Common Stock of WageWorks, Inc.

 

This agreement may be executed simultaneously in any number of counterparts, all of which together shall constitute one and the same instrument.

 

Dated:  February 12, 2015

 

VANTAGEPOINT VENTURE
PARTNERS IV PRINCIPALS FUND, L.P.

VANTAGEPOINT VENTURE
PARTNERS IV, L.P.

By: VantagePoint Venture Associates IV, L.L.C.

By: VantagePoint Venture Associates IV, L.L.C.

Its General Partner

Its General Partner

 

 

By:

/s/ Alan E. Salzman

 

By:

/s/ Alan E. Salzman

Name:

Alan E. Salzman,

 

Name:

Alan E. Salzman,

Managing Member

Managing Member

 

 

 

 

VANTAGEPOINT VENTURE
PARTNERS IV (Q), L.P.

VANTAGEPOINT VENTURE
ASSOCIATES IV, L.L.C.

By: VantagePoint Venture Associates IV, L.L.C.

 

Its General Partner

By:

/s/ Alan E. Salzman

 

Name:

Alan E. Salzman,

By:

/s/ Alan E. Salzman

 

Managing Member

Name:

Alan E. Salzman,

 

 

Managing Member

/s/ Alan E. Salzman

 

Alan E. Salzman

 

10