SEC Form 4
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*
Clearlake Capital Partners IV Finance, L.P.

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TANGOE INC [ TNGO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/14/2016
4. 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 Acquired, Disposed of, or Beneficially Owned
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
Common Stock 01/14/2016 P 300,000 A $8.2323 (1) 4,941,843 I See footnote (2)
Common Stock 01/15/2016 P 31,373 A $7.9992 (3) 4,973,216 I See footnote (2)
Common Stock 01/19/2016 P 136,684 A $8.1403 (4) 5,109,900 I See footnote (2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
1. Name and Address of Reporting Person*
Clearlake Capital Partners IV Finance, L.P.

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Clearlake Capital Partners IV GP, L.P.

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Clearlake Capital Partners, LLC

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CCG Operations, LLC

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Eghbali Behdad

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Feliciano Jose Enrique

(Last) (First) (Middle)
C/O CLEARLAKE CAPITAL GROUP, L.P.
233 WILSHIRE BLVD, SUITE 800

(Street)
SANTA MONICA CA 90401

(City) (State) (Zip)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.86 to $8.525, inclusive. The reporting persons undertake to provide to the issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
2. The shares may also be deemed to be beneficially owned by Clearlake Capital Partners IV GP, L.P. ("CCP IV"), Clearlake Capital Partners, LLC ("CCP"), CCG Operations, LLC ("CCGO"), Behdad Eghbali, and Jose E. Feliciano. CCP IV is the sole General Partner of Clearlake Capital Partners IV Finance, L.P. CCP is the sole General Partner of CCP IV. Behdad Eghbali and Jose E. Feliciano are the Managers of CCGO and the Co-Presidents of CCP.
3. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.97 to $8.00, inclusive. The reporting persons undertake to provide to the issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.06 to $8.15, inclusive. The reporting persons undertake to provide to the issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
Remarks:
Clearlake Capital Partners IV Finance, L.P., By: Clearlake Capital Partners IV GP, L.P., its general partner By: Clearlake Capital Partners, LLC, its general partner, By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
Clearlake Capital Partners IV GP, L.P., By: Clearlake Capital Partners, LLC, its general partner, By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
Clearlake Capital Partners, LLC, By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
CCG Operations, LLC, By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
Behdad Eghbali By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
Jose E. Feliciano, By: /s/ Mehdi Khodadad, Attorney-in-Fact 01/19/2016
** 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).
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