0001181431-14-012768.txt : 20140313 0001181431-14-012768.hdr.sgml : 20140313 20140313210502 ACCESSION NUMBER: 0001181431-14-012768 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140312 FILED AS OF DATE: 20140313 DATE AS OF CHANGE: 20140313 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RetailMeNot, Inc. CENTRAL INDEX KEY: 0001475274 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 260159761 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 301 CONGRESS AVENUE STREET 2: SUITE 700 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512.777.2970 MAIL ADDRESS: STREET 1: 301 CONGRESS AVENUE STREET 2: SUITE 700 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: WhaleShark Media, Inc. DATE OF NAME CHANGE: 20111028 FORMER COMPANY: FORMER CONFORMED NAME: Whale Shark Media, Inc. DATE OF NAME CHANGE: 20091120 FORMER COMPANY: FORMER CONFORMED NAME: Smallponds, Inc. DATE OF NAME CHANGE: 20091026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARAGONA JOSEPH C CENTRAL INDEX KEY: 0001232296 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692603 MAIL ADDRESS: STREET 1: C/O AUSTIN VENTURES STREET 2: 300 W. SIXTH ST., STE. 2300 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AV Partners IX LLC CENTRAL INDEX KEY: 0001414047 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692604 BUSINESS ADDRESS: STREET 1: C/O AUSTIN VENTURES STREET 2: 300 WEST 6TH STREET, SUITE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512-485-1900 MAIL ADDRESS: STREET 1: C/O AUSTIN VENTURES STREET 2: 300 WEST 6TH STREET, SUITE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: THORNTON JOHN D CENTRAL INDEX KEY: 0001252914 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692605 MAIL ADDRESS: STREET 1: 300 WEST SIXTH ST., SUITE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Siegel Philip S CENTRAL INDEX KEY: 0001414028 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692606 MAIL ADDRESS: STREET 1: C/O AUSTIN VENTURES STREET 2: 300 WEST 6TH STREET, SUITE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PACITTI CHRISTOPHER A CENTRAL INDEX KEY: 0001278614 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692607 MAIL ADDRESS: STREET 1: 300 WEST SIXTH STREET STREET 2: SUITE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEANGELIS KENNETH P CENTRAL INDEX KEY: 0001250010 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 14692608 MAIL ADDRESS: STREET 1: 300 WEST SIXTH ST STE 2300 CITY: AUSTIN STATE: TX ZIP: 78701 4 1 rrd404132.xml SALE X0306 4 2014-03-12 0 0001475274 RetailMeNot, Inc. SALE 0001414047 AV Partners IX LLC 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 0001232296 ARAGONA JOSEPH C 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 0001250010 DEANGELIS KENNETH P 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 0001278614 PACITTI CHRISTOPHER A 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 0001414028 Siegel Philip S 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 0001252914 THORNTON JOHN D 300 WEST 6TH STREET, SUITE 2300 AUSTIN TX 78701-3902 0 0 1 0 Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 1038291 0 D 3960127 I by Austin Ventures IX, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 10383 0 A 10383 I by AV Partners IX, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 S 0 1721 37.50 D 8662 I by AV Partners IX, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 S 0 8662 38.04 D 0 I by AV Partners IX, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 961709 0 D 3668036 I by Austin Ventures X, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 9617 0 A 9617 I by AV Partners X, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 S 0 1594 37.50 D 8023 I by AV Partners X, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 S 0 8023 38.04 D 0 I by AV Partners X, L.P. Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 6371 0 A 6371 D Series 1 Common Stock, $0.001 par value 2014-03-12 5 G 0 6371 0 D 0 D Series 1 Common Stock, $0.001 par value 2014-03-12 4 J 0 4901 0 A 4901 D Series 1 Common Stock, $0.001 par value 2014-03-12 5 G 0 4901 0 D 0 D Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Austin Ventures IX, L.P. ("AV IX") without consideration to its limited partners and its general partner, AV Partners IX, L.P. ("AVP IX LP") (the "AV IX Fund Distribution"). Shares held directly by AV IX. AVP IX LP, the general partner of AV IX, and AV Partners IX, L.L.C. ("AVP IX LLC"), the general partner AVP IX LP, may each be deemed to have sole voting and dispositive powers over the shares held by AV IX. Joseph C. Aragona, C. Thomas Ball, Kenneth P. DeAngelis, Christopher A. Pacitti, Philip S. Siegel, and John D. Thornton are members of or are associated with AVP IX LLC and may be deemed to share voting and dispositive power over the shares held by AV IX. Such persons and entities disclaim beneficial ownership of shares held by AV IX, except to the extent of any pecuniary interest therein. Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the AV IX Fund Distribution. Shares held directly by AVP IX LP. AVP IX LLC, the general partner AVP IX LP, may be deemed to have sole voting and dispositive powers over the shares held by AVP IX LP. Joseph C. Aragona, C. Thomas Ball, Kenneth P. DeAngelis, Christopher A. Pacitti, Philip S. Siegel, and John D. Thornton are members of or are associated with AVP IX LLC and may be deemed to share voting and dispositive power over the shares held by AVP IX LP. Such persons and entities disclaim beneficial ownership of shares held by AVP IX LP, except to the extent of any pecuniary interest therein. Represents a pro-rata in-kind distribution of Common Stock of the Issuer by Austin Ventures X, L.P. ("AV X") without consideration to its limited partners and its general partner, AV Partners X, L.P. ("AVP X LP") (the "AV X Fund Distribution"). Shares held directly by AV X. AVP X LP, the general partner of AV X, and AV Partners X, L.L.C. ("AVP X LLC"), the general partner AVP X LP, may each be deemed to have sole voting and dispositive powers over the shares held by AV X. Joseph C. Aragona, C. Thomas Ball, Kenneth P. DeAngelis, Christopher A. Pacitti, Philip S. Siegel, and John D. Thornton are members of or are associated with AVP X LLC and may be deemed to share voting and dispositive power over the shares held by AV X. Such persons and entities disclaim beneficial ownership of shares held by AV X, except to the extent of any pecuniary interest therein. Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the AV X Fund Distribution. Shares held directly by AVP X LP. AVP X LLC, the general partner AVP X LP, may be deemed to have sole voting and dispositive powers over the shares held by AVP X LP. Joseph C. Aragona, C. Thomas Ball, Kenneth P. DeAngelis, Christopher A. Pacitti, Philip S. Siegel, and John D. Thornton are members of or are associated with AVP X LLC and may be deemed to share voting and dispositive power over the shares held by AVP X LP. Such persons and entities disclaim beneficial ownership of shares held by AVP X LP, except to the extent of any pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.40 to $37.59, 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 sold at each separate price within the ranges set forth in this footnote (9) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $38.00 to $38.48, 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 sold at each separate price within the ranges set forth in this footnote (10) to this Form 4. Shares acquired by AVP IX Secondary, L.P. ("AVP IX Secondary"), a limited partner of AV IX, in connection with the AV IX Fund Distribution. Upon receipt of such shares, AVP IX Secondary, of which Mr. Aragona is a limited partner, immediately made a pro-rata in-kind distribution of such shares to its limited partners, including Mr. Aragona. Shares held directly by Mr. Aragona. Shares acquired by AVP IX Secondary, a limited partner of AV IX, in connection with the AV IX Fund Distribution. Upon receipt of such shares, AVP IX Secondary, of which Mr. DeAngelis is a limited partner, immediately made a pro-rata in-kind distribution of such shares to its limited partners, including Mr. DeAngelis. Shares held directly by Mr. DeAngelis. This report is one of three reports, each on a separate Form 4, but relating to the same transactions. Megan Engel for AV Partners IX, L.L.C. 2014-03-13 Megan Engel for Joseph C. Aragona 2014-03-13 Megan Engel for Kenneth P. DeAngelis 2014-03-13 Megan Engel for Christopher A. Pacitti 2014-03-13 Megan Engel for Philip S. Siegel 2014-03-13 Megan Engel for John D. Thornton 2014-03-13