0001144204-16-081920.txt : 20160216 0001144204-16-081920.hdr.sgml : 20160215 20160216062140 ACCESSION NUMBER: 0001144204-16-081920 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160216 DATE AS OF CHANGE: 20160216 GROUP MEMBERS: GEORGE H. BISCHOF GROUP MEMBERS: MERITECH CAPITAL AFFILIATES III L.P. GROUP MEMBERS: MERITECH CAPITAL ASSOCIATES III L.L.C. GROUP MEMBERS: MERITECH MANAGEMENT ASSOCIATES III L.L.C. GROUP MEMBERS: MICHAEL B. GORDON GROUP MEMBERS: PAUL S. MADERA GROUP MEMBERS: ROBERT D. WARD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GLAUKOS Corp CENTRAL INDEX KEY: 0001192448 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-89252 FILM NUMBER: 161422642 BUSINESS ADDRESS: STREET 1: 26051 MERIT CIRCLE STREET 2: SUITE 103 CITY: LAGUNA HILLS STATE: CA ZIP: 92653 BUSINESS PHONE: 949-367-9600 MAIL ADDRESS: STREET 1: 26051 MERIT CIRCLE, SUITE 103 CITY: LAGUNA HILLS STATE: CA ZIP: 92653 FORMER COMPANY: FORMER CONFORMED NAME: GLAUKOS CORP DATE OF NAME CHANGE: 20020925 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Meritech Capital Partners III LP CENTRAL INDEX KEY: 0001336460 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 285 HAMILTON AVE STE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 MAIL ADDRESS: STREET 1: 285 HAMILTON AVE STE 200 CITY: PALO ALTO STATE: CA ZIP: 94301 SC 13G 1 v431658_sc13g.htm SC 13G

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. __) *

 

Glaukos Corporation

(Name of Issuer)

 

Common Stock, par value $0.001

(Title of Class of Securities)

 

377322102

(CUSIP Number)

 

December 31, 2015

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨Rule 13d-1(b)

 

¨Rule 13d-1(c)

 

xRule 13d-1(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 disclosures provided in a prior cover page.

 

The information required on 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).

 

(Continued on following pages)

 

Page 1 of 16 Pages

Exhibit Index Contained on Page 14

 

 

 

 

CUSIP NO. 377322102 13 G Page 2 of 16

 

1 NAME OF REPORTING PERSON    Meritech Capital Partners III L.P. (“MCP III”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

2,972,501 shares, except that Meritech Capital Associates III L.L.C. (“MCA III”), the general partner of MCP III, may be deemed to have sole voting power with respect to such shares, Meritech Management Associates III L.L.C. (“MMA III”), a managing member of MCA III, may be deemed to have sole voting power with respect to such shares, and Paul S. Madera (“Madera”), Michael B. Gordon (“Gordon”), Robert D. Ward (“Ward”) and George H. Bischof (“Bischof”), the managing members of MMA III, may be deemed to have shared voting power with respect to such shares.

 

6

SHARED VOTING POWER

See response to row 5.

7

SOLE DISPOSITIVE POWER

2,972,501 shares, except that MCA III, the general partner of MCP III, may be deemed to have sole dispositive power with respect to such shares, MMA III, a managing member of MCA III, may be deemed to have sole dispositive power with respect to such shares, and Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared dispositive power with respect to such shares.

8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

 2,972,501
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9

EXCLUDES CERTAIN SHARES*

 ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.2%
12

TYPE OF REPORTING PERSON*

 

 PN

 

 

 

 

CUSIP NO. 377322102 13 G Page 3 of 16

 

1 NAME OF REPORTING PERSON    Meritech Capital Affiliates III L.P. (“MC AFF III”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

54,176 shares, except that MCA III, the general partner of MC AFF III, may be deemed to have sole voting power with respect to such shares, MMA III, a managing member of MCA III, may be deemed to have sole voting power with respect to such shares, and Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared voting power with respect to such shares.

 

6

SHARED VOTING POWER

See response to row 5.

7

SOLE DISPOSITIVE POWER

54,176 shares, except that MCA III, the general partner of MC AFF III, may be deemed to have sole dispositive power with respect to such shares, MMA III, a managing member of MCA III, may be deemed to have sole dispositive power with respect to such shares, and Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared dispositive power with respect to such shares.

8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

54,176
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 0.2%
12

TYPE OF REPORTING PERSON*

 

 PN

 

 

 

 

CUSIP NO. 377322102 13 G Page 4 of 16

 

1 NAME OF REPORTING PERSON    Meritech Capital Associates III L.L.C. (“MCA III”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III, for whom MCA III serves as general partner, except that MMA III, a managing member of MCA III, may be deemed to have sole power to vote these shares, and Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

See response to row 5.

7

SOLE DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III, for whom MCA III serves as general partner, except that MMA III, a managing member of MCA III, may be deemed to have sole power to dispose of these shares, and Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared power to dispose of these shares.

8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

 ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 OO

 

 

 

 

CUSIP NO. 377322102 13 G Page 5 of 16

 

1 NAME OF REPORTING PERSON    Meritech Management Associates III L.L.C. (“MMA III”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MMA III serves as a managing member of MCA III, the general partner of such entities. Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared power to vote these shares.

 

6

SHARED VOTING POWER

See response to row 5.

7

SOLE DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MMA III serves as a managing member of MCA III, the general partner of such entities. Madera, Gordon, Ward and Bischof, the managing members of MMA III, may be deemed to have shared power to dispose of these shares.

8

SHARED DISPOSITIVE POWER

See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 OO

 

 

 

 

CUSIP NO. 377322102 13 G Page 6 of 16

 

1 NAME OF REPORTING PERSON      Paul S. Madera (“Madera”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

0 shares

6

SHARED VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Madera, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to vote these shares. 

7

SOLE DISPOSITIVE POWER

0 shares

8

SHARED DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Madera, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to dispose of these shares.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

 3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

 ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 IN

 

 

 

 

 

CUSIP NO. 377322102 13 G Page 7 of 16

 

1 NAME OF REPORTING PERSON      Michael B. Gordon (“Gordon”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

0 shares

6

SHARED VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Gordon, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to vote these shares.

7

SOLE DISPOSITIVE POWER

0 shares

8

SHARED DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Gordon, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to dispose of these shares.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 IN

 

 

 

 

CUSIP NO. 377322102 13 G Page 8 of 16

 

1 NAME OF REPORTING PERSON      Robert D. Ward (“Ward”)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

0 shares

6

SHARED VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Ward, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to vote these shares.

7

SOLE DISPOSITIVE POWER

0 shares

8

SHARED DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Ward, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to dispose of these shares.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 IN

 

 

 

 

CUSIP NO. 377322102 13 G Page 9 of 16

 

1 NAME OF REPORTING PERSON      George H. Bischof (“Bischof”)
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

  (a)        ¨    (b)        x
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

 

 

NUMBER OF

 

SHARES

 

BENEFICIALLY

 

OWNED BY EACH

 

REPORTING

 

PERSON

 

WITH

 5

SOLE VOTING POWER

0 shares

6

SHARED VOTING POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Bischof, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to vote these shares.

7

SOLE DISPOSITIVE POWER

0 shares

8

SHARED DISPOSITIVE POWER

3,026,677 shares, of which 2,972,501 shares are held by MCP III and 54,176 shares are held by MC AFF III. MCA III is the general partner of such entities and Bischof, as a managing member of MMA III, a managing member of MCA III, may be deemed to have shared power to dispose of these shares.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH

REPORTING PERSON

3,026,677
10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)

EXCLUDES CERTAIN SHARES*

¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.4%
12

TYPE OF REPORTING PERSON*

 

 IN

 

 

 

 

CUSIP NO. 377322102 13 G Page 10 of 16

 

ITEM 1(A). NAME OF ISSUER
   
  Glaukos Corporation
   
ITEM 1(B). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
   
  26051 Merit Circle, Suite 103
  Laguna Hills, CA 92653
   
ITEM 2(A). NAME OF PERSONS FILING
   
  This Statement is filed by Meritech Capital Partners III L.P., a Delaware limited partnership (“MCP III”), Meritech Capital Affiliates III L.P., a Delaware limited partnership (“MC AFF III”), Meritech Capital Associates III L.L.C., a Delaware limited liability company (“MCA III”), Meritech Management Associates III L.L.C., a Delaware limited liability company (“MMA III”), Paul S. Madera (“Madera”), Michael B. Gordon (“Gordon”), Robert D. Ward (“Ward”) and George H. Bischof (“Bischof”).  The foregoing entities and individuals are collectively referred to as the “Reporting Persons.”  
   
  MCA III is the general partner of each of MCP III and MC AFF III, and may be deemed to have indirect beneficial ownership of shares of the issuer directly owned by MCP III and MC AFF III.  MMA III is a managing member of MCA III and may be deemed to have indirect beneficial ownership of shares of the issuer directly owned by MCP III, and MC AFF III.  Madera, Gordon, Ward and Bischof are managing members of MMA III and may be deemed to have indirect beneficial ownership of shares of the issuer directly owned by MCP III and MC AFF III.
   
ITEM 2(B). ADDRESS OF PRINCIPAL OFFICE
   
  The address for each of the Reporting Persons is:
   
  Meritech Capital Partners
  245 Lytton Ave, Suite 125
  Palo Alto, CA  94301
   
ITEM 2(C). CITIZENSHIP
   
  MCP III and MC AFF III are Delaware limited partnerships.  MCA III and MMA III are Delaware limited liability companies.  Madera, Gordon, Ward and Bischof are United States citizens.
   
ITEM 2(D) AND (E). TITLE OF CLASS OF SECURITIES AND CUSIP NUMBER
   
  Common Stock
  CUSIP #377322102
   
ITEM 3. Not Applicable.

 

 

 

 

CUSIP NO. 377322102 13 G Page 11 of 16

 

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:
     
    See Row 9 of cover page for each Reporting Person.
     
  (b) Percent of Class:
     
    See Row 11 of cover page for each Reporting Person.
     
  (c) Number of shares as to which such person has:
     
    (i) Sole power to vote or to direct the vote:
       
      See Row 5 of cover page for each Reporting Person.
       
    (ii) Shared power to vote or to direct the vote:
       
      See Row 6 of cover page for each Reporting Person.
       
    (iii) Sole power to dispose or to direct the disposition of:
       
      See Row 7 of cover page for each Reporting Person.
       
    (iv) Shared power to dispose or to direct the disposition of:
       
      See Row 8 of cover page for each Reporting Person.

 

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
   
  Not applicable.
   
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
   
  Under certain circumstances set forth in the limited partnership agreements of MCP III and  MC AFF III, and the limited liability company agreements of MCA III and MMA III, the general and limited partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the issuer owned by each such entity of which they are a partner or member, as the case may be.
   
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON
   
  Not applicable.

 

 

 

 

CUSIP NO. 377322102 13 G Page 12 of 16

 

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
   
  Not applicable.
   
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
   
  Not applicable.
   
ITEM 10. CERTIFICATION
   
  Not applicable.

 

 

 

 

CUSIP NO. 377322102 13 G Page 13 of 16

 

SIGNATURES

 

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.

 

Date: February 12, 2016

 

Entities:    
     
Meritech Capital Partners III L.P.    
Meritech Capital Affiliates III L.P.    
Meritech Capital Associates III L.L.C.    
Meritech Management Associates III L.L.C.    
     
  By: /s/ Joel Backman
    Joel Backman, Attorney-in-fact
    for above-listed entities
     
Individuals:    
     
Paul S. Madera    
Michael B. Gordon    
Robert D. Ward    
George H. Bischof    
     
  By: /s/ Joel Backman
    Joel Backman, Attorney-in-fact
    for above-listed individuals

 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

 

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for

other parties for whom copies are to be sent.

 

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

 

 

 

 

CUSIP NO. 377322102 13 G Page 14 of 16

 

EXHIBIT INDEX

    Found on
Sequentially
Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   15
     
Exhibit B:  Reference to Joel Backman as Attorney-in-Fact   16

 

 

 

 

CUSIP NO. 377322102 13 G Page 15 of 16

 

exhibit A

 

Agreement of Joint Filing

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Glaukos Corporation shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

Date: February 12, 2016

 

 Entities:    
     
Meritech Capital Partners III L.P.    
Meritech Capital Affiliates III L.P.    
Meritech Capital Associates III L.L.C.    
Meritech Management Associates III L.L.C.    
     
  By: /s/ Joel Backman
    Joel Backman, Attorney-in-fact
    for above-listed entities
     
Individuals:    
     
Paul S. Madera    
Michael B. Gordon    
Robert D. Ward    
George H. Bischof    
     
  By: /s/ Joel Backman
    Joel Backman, Attorney-in-fact
    for above-listed individuals

 

 

 

 

CUSIP NO. 377322102 13 G Page 16 of 16

 

exhibit B

 

Reference to Joel Backman as Attorney-in-Fact

 

Joel Backman has signed the enclosed documents as Attorney-In-Fact. Note that a copy of the applicable Power of Attorney is already on file with the appropriate agencies.