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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* STURIALE NICHOLAS G (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SPLUNK INC [ SPLK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/16/2012
	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	10/16/2012		J		5,600,000(1)	D	$0	8,070,097	I(1)	See Footnote
Common Stock	10/16/2012		J		114,000(2)	D	$0	164,961	I(2)	See Footnote
Common Stock	10/16/2012		J		10,174(3)	A	$0	38,748	I(3)	See Footnote
Common Stock	10/16/2012		J		59(4)	A	$0	59	I(4)	See Footnote
Common Stock	10/16/2012		J		271	A	$0	271	D(5)
Common Stock	10/16/2012		J		7,741	A	$0	7,741	D(6)
Common Stock	10/16/2012		J		8,505	A	$0	8,505	D(7)
Common Stock	10/16/2012		J		16,050	A	$0	16,050	I(8)	See Footnote
Common Stock	10/16/2012		J		11,895	A	$0	11,895	D(9)
Common Stock	10/16/2012		J		7,741	A	$0	7,741	D(10)
Common Stock	10/16/2012		J		14,008	A	$0	14,008	I(11)	See Footnote
Common Stock	10/16/2012		J		7,741	A	$0	7,741	D(12)

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* STURIALE NICHOLAS G (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BAYLESS JON W (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* DOMENIK STEPHEN L (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* DOW STEPHEN M (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* JAGGERS JOHN V (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* KIMZEY JACKIE R (Last) (First) (Middle) SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* PHIPPS CHARLES H (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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* SCHUELE ALAN R (Last) (First) (Middle) C/O SEVIN ROSEN FUNDS 13455 NOEL ROAD, SUITE 1670 (Street) DALLAS TX 75240 (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. 5,600,000 common shares distributed pro rata by Sevin Rosen Fund VIII L.P. ("SRFVIII") without additional consideration to its partners pursuant to the applicable partnership agreement. Nicholas G. Sturiale ("Sturiale"), Jon W. Bayless ("Bayless"), Stephen L. Domenik ("Domenik"), Stephen M. Dow ("Dow"), John V. Jaggers ("Jaggers"), Jackie R. Kimzey ("Kimzey), Charles H. Phipps ("Phipps") and Alan R Schuele ("Schuele") are general partners of SRB Associates VIII L.P. ("SRB"), the general partner of SRFVIII, and disclaim beneficial ownership of these shares except to the extent of their proportionate interest in these shares.

2. 114,000 common shares distributed pro rata by Sevin Rosen VIII Affiliates Fund L.P. ("SRVIII AFF") without additional consideration to its partners. Sturiale, Bayless, Domenik, Dow, Jaggers, Kimzey, Phipps and Schuele are general partners of SRB, the general partner of SRVIII AFF, and disclaim beneficial ownership of these shares except to the extent of their proportionate interest in these shares.

3. 10,174 common shares held directly by SRBMC that were acquired (and subsquently retained) in a pro rata distribution from SRVIII AFF to its partners. Sturiale, Bayless, Domenik, Dow, Jaggers, Kimzey, Phipps and Schuele are officers and directors of SRBMC and disclaim beneficial ownership or pecuniary interest in the shares held by SRBMC, except to the extent of their proportionate or pecuniary interest in these shares.

4. 59 common shares held directly by SRB that were acquired (and subsequently retained) in a pro rata distribution from SRVIII AFF to its partners. Sturiale, Bayless, Domenik, Dow, Jaggers, Kimzey, Phipps and Schuele are general partners of SRB and disclaim beneficial ownership of these shares except to the extent of their proportionate interest in these shares.

5. Represents 271 common shares held directly by Sturiale that were acquired in a pro rata distirbution from SRVIII AFF to its partners.

6. Represents 7,741 common shares held directly by Bayless that were acquired in a pro rata distribuiton by SRVIII AFF to its partners.

7. Represents 8,505 common shares held directly by Domenik that were acquired in a pro rata distribution by SRVIII AFF to its partners.

8. Represents 16,050 common shares held by The Dow Family Trust ("Dow Trust") that were acquired in a pro rata distribution by SRVIII AFF to its partners. Dow is a trustee and beneficiary of the Dow Trust.

9. Represents 11,895 common shares held directly by Jaggers that were acquired in a pro rata distribution from SRVIII AFF to its partners.

10. Represents 7,741 common shares held directly by Kimzey that were acquired in a pro rata distribution by SRVIII AFF to its partners.

11. Represents 14,008 common shares held directly by Las Trampas Financial Services Ltd. ("Las Trampas") that were acquired in a pro rata distribution by SRVIII AFF to its parnters. Phipps is a General Partner of Las Trampas.

12. Represents 7,741 common shares held directly by Schuele that were acquired in a pro rata distribution from SRVIII AFF to its partners.

	John V. Jaggers, As Attorney-In-Fact For Nicholas G. Sturiale	10/18/2012
	John V. Jaggers, As Attorney-In-Fact For Jon W. Bayless	10/18/2012
	John V. Jaggers, As Attorney-In-Fact For Stephen L. Domenik	10/18/2012
	John V. Jaggers, As Attorney-In-Fact Stephen M. Dow	10/18/2012
	John V. Jaggers	10/18/2012
	John V. Jaggers, As Attorney-In-Fact For Jackie R. Kimzey	10/18/2012
	John V. Jaggers, As Attorney-In-Fact For Charles H. Phipps	10/18/2012
	John V. Jaggers, As Attorney-In-Fact For Alan R. Schuele	10/18/2012
	** 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).
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