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*
Battery Ventures VIII (AIV III), L.P.

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Angie's List, Inc. [ ANGI ]
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)
11/22/2011
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 11/22/2011 C 8,978,736(1) A $0(1) 8,978,736 I See Footnote(2)
Common Stock 11/22/2011 S 403,224 D $12.09 8,575,512 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
Series B Convertible Preferred Stock $0(1) 11/22/2011 C 1,122,342 (1) (1) Common Stock 8,978,736(1) $0(1) 0 I See Footnote(2)
1. Name and Address of Reporting Person*
Battery Ventures VIII (AIV III), L.P.

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
Battery Partners VIII (AIV III), LLC

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
Agrawal Neeraj

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
BROWN MICHAEL MAURICE

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET

(Street)
WALTHAM MA 02451

(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*
CROTTY THOMAS J

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
DHALIWAL SUNIL

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
FRISBIE RICHARD D

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
LAWLER KENNETH P

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
TABORS R DAVID

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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*
TOBIN SCOTT R

(Last) (First) (Middle)
C/O BATTERY VENTURES
930 WINTER STREET, SUITE 2500

(Street)
WALTHAM MA 02451

(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. Shares of Series B Convertible Preferred Stock automatically converted on an 8-for-1 basis into this number of shares of Common Stock immediately upon the closing of the Issuer's initial public offering. There was no expiration date.
2. The reported securities are owned directly by Battery Ventures VIII (AIV III), L.P. The sole general partner of Battery Ventures VIII (AIV III), L.P. is Battery Partners VIII (AIV III), LLC. The managing members of Battery Partners VIII (AIV III), LLC are Neeraj Agrawal, Michael M. Brown, Thomas J. Crotty, Sunil Dhaliwal, Richard D. Frisbie, Kenneth P. Lawler, Roger H. Lee, R. David Tabors and Scott R. Tobin, who hold voting and dispositive power for the shares held by Battery Ventures VIII (AIV III), L.P. Each of Messrs. Agrawal, Brown, Crotty, Dhaliwal, Frisbie, Lawler, Lee, Tabors and Tobin disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
Remarks:
The reporting persons are part of a 13(d) group owning more than 10% of the Issuer's outstanding equity securities. Due to the limit of joint filers that can be included on one form, Battery Ventures VIII (AIV III), L.P., Battery Partners VIII (AIV III), LLC, Neeraj Agrawal, Michael M. Brown, Thomas J. Crotty, Sunil Dhaliwal, Richard D. Frisbie, Kenneth P. Lawler, Roger H. Lee, R. David Tabors and Scott R. Tobin have filed two separate forms simultaneously, which relate to the same securities of the Issuer held by such reporting persons.
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Battery Ventures VIII (AIV III), L.P.) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Battery Partners VIII (AIV III), LLC) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Neeraj Agrawal) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Michael M. Brown) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Thomas J. Crotty) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Sunil Dhaliwal) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Richard D. Frisbie) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Kenneth P. Lawler) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of R. David Tabors) 11/22/2011
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Scott R. Tobin) 11/22/2011
** 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.
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