0001209191-14-057077.txt : 20140909 0001209191-14-057077.hdr.sgml : 20140909 20140909164425 ACCESSION NUMBER: 0001209191-14-057077 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140905 FILED AS OF DATE: 20140909 DATE AS OF CHANGE: 20140909 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Higher One Holdings, Inc. CENTRAL INDEX KEY: 0001486800 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 263025501 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 115 MUNSON STREET CITY: NEW HAVEN STATE: CT ZIP: 06511 BUSINESS PHONE: 2037767776 MAIL ADDRESS: STREET 1: 115 MUNSON STREET CITY: NEW HAVEN STATE: CT ZIP: 06511 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vassallo Mark F CENTRAL INDEX KEY: 0001297193 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34779 FILM NUMBER: 141093797 MAIL ADDRESS: STREET 1: COLLEGIATE FUNDING SERVICES STREET 2: 100 RIVERSIDE PARKWAY CITY: FREDERICKSBURG STATE: VA ZIP: 22406 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LY Holdings, LLC CENTRAL INDEX KEY: 0001596820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34779 FILM NUMBER: 141093798 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET, 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-328-0555 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightyear Fund II GP Holdings, LLC CENTRAL INDEX KEY: 0001478799 STATE OF INCORPORATION: DE FISCAL YEAR END: 1209 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34779 FILM NUMBER: 141093799 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212-328-0555 MAIL ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lightyear Fund II GP, L.P. CENTRAL INDEX KEY: 0001478800 STATE OF INCORPORATION: DE FISCAL YEAR END: 1209 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34779 FILM NUMBER: 141093800 BUSINESS ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 BUSINESS PHONE: 212-328-0555 MAIL ADDRESS: STREET 1: 375 PARK AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LIGHTYEAR FUND II LP CENTRAL INDEX KEY: 0001401516 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34779 FILM NUMBER: 141093801 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-328-0555 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-09-05 0 0001486800 Higher One Holdings, Inc. ONE 0001401516 LIGHTYEAR FUND II LP 9 WEST 57TH STREET, 31ST FLOOR NEW YORK NY 10019 0 0 1 0 0001478800 Lightyear Fund II GP, L.P. 9 WEST 57TH STREET, 31ST FLOOR NEW YORK NY 10019 0 0 1 0 0001478799 Lightyear Fund II GP Holdings, LLC 9 WEST 57TH STREET, 31ST FLOOR NEW YORK NY 10019 0 0 1 0 0001596820 LY Holdings, LLC 9 WEST 57TH STREET, 31ST FLOOR NEW YORK NY 10019 0 0 1 0 0001297193 Vassallo Mark F 9 WEST 57TH STREET, 31ST FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock 2014-09-05 4 S 0 239002 3.72 D 6955861 D Common Stock 2014-09-05 4 S 0 1201 3.72 D 36978 I See Footnotes Common Stock 2014-09-08 4 S 0 46584 3.71 D 6909277 D Common Stock 2014-09-08 4 S 0 234 3.71 D 36744 I See Footnotes Common Stock 18903 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.70 to $3.79, inclusive. The reporting persons undertake to provide to Higher One Holdings, Inc., any security holder of Higher One Holdings, Inc., 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 footnotes (1) and (4) to this Form 4. The shares are held directly by Lightyear Fund II, L.P. The shares are held directly by Lightyear Co-Invest Partnership II, L.P. The general partner of Lightyear Co-Invest Partnership II, L.P. is Lightyear Fund II GP Holdings, LLC. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.70 to $3.74, inclusive. The general partner of Lightyear Fund II, L.P. is Lightyear Fund II GP, L.P. The general partner of Lightyear Fund II GP, L.P. is Lightyear Fund II GP Holdings, LLC. The managing member of Lightyear Fund II GP Holdings, LLC is LY Holdings, LLC. The managing member of LY Holdings, LLC is Mr. Mark F. Vassallo. The shares are held directly by Mark F. Vassallo. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), each of the Reporting Persons may be deemed to be the beneficial owner of the securities reported herein only to the extent of his or its pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount. Exhibit 24 - Power of Attorney LIGHTYEAR FUND II, L.P., By: Lightyear Fund II GP, L.P., its general partner, By: Lightyear Fund II GP Holdings, LLC, its general partner, By: /s/ Lori Forlano, Name: Lori Forlano, Title: Authorized Signatory 2014-09-09 LIGHTYEAR FUND II GP, L.P., By: Lightyear Fund II GP Holdings, LLC, its general partner, By: /s/ Lori Forlano, Name: Lori Forlano, Title: Authorized Signatory 2014-09-09 LIGHTYEAR FUND II GP HOLDINGS, LLC, By: LY Holdings, LLC, By: /s/ Lori Forlano, Name: Lori Forlano, Title: Vice President 2014-09-09 LY HOLDINGS, LLC, By: /s/ Lori Forlano, Name: Lori Forlano, Title: Vice President 2014-09-09 MARK F. VASSALLO, /s/ Lori Forlano, By: Lori Forlano, Attorney-in-Fact 2014-09-09 EX-24 2 attachment1.htm EX-24 DOCUMENT



                           LIMITED POWER OF ATTORNEY

Know all men by these presents that Mark F. Vassallo does hereby make,
constitute and appoint Lori Forlano as a true and lawful attorney-in-fact of the
undersigned with full powers of substitution and revocation, for and in the
name, place and stead of the undersigned (both in the undersigned's individual
capacity and as a member of any limited liability company or as a partner of any
partnership for which the undersigned is otherwise authorized to sign), to
execute and deliver such forms as may be required to be filed from time to time
with the Securities and Exchange Commission with respect to: (i) Sections 13(d),
13(g) and 16(a) of the Securities Exchange Act of 1934, as amended (the "Act"),
including without limitation, Schedule 13D, Schedule 13G, statements on Form 3
and Form 4, (ii) Form 13H and (iii) in connection with any applications for
EDGAR access codes, including without limitation the Form ID.

                                        By:   /s/ Mark F. Vassallo
                                              -------------------------------
                                              Name:  Mark F. Vassallo
                                              Date:  July 1, 2014