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
X	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* NBVM GP, LLC (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (Street) WALTHAM MA 02451 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MAVENIR SYSTEMS INC [ MVNR ]	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) 04/29/2015
	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	04/29/2015		U		1,695,587	D	$17.55(1)	0	I	See footnote(2)
Common Stock	04/29/2015		U		831,072	D	$17.55(1)	0	I	See footnote(3)
Common Stock	04/29/2015		U		1,826,275	D	$17.55(1)	0	I	See footnote(4)

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* NBVM GP, LLC (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* North Bridge Venture Management V, L.P. (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* North Bridge Venture Management VI, L.P. (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* NORTH BRIDGE VENTURE PARTNERS V A LP (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* NORTH BRIDGE VENTURE PARTNERS V-B LP (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* North Bridge Venture Partners VI L P (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* DAMORE RICHARD A (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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* ANDERSON EDWARD T (Last) (First) (Middle) C/O NORTH BRIDGE VENTURE PARTNERS 950 WINTER STREET, SUITE 4600 (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. These shares are being disposed of upon the completion of an exchange offer by Mitel Networks Corporation ("Mitel") and Roadster Subsidiary Corporation to purchase all of the issued and outstanding shares of common stock of the Issuer, pursuant to an Agreement and Plan of Merger dated February 28, 2015 and amended through the date of this form. The tender price per share of the shares of common stock is (i) $17.55 in cash; or (ii) 1.8320 shares of common stock of Mitel, at the election of the holder and subject to proration.

2. Represents securities held of record by North Bridge Venture Partners V-A, L.P., or NBVP V-A. North Bridge Venture Management V, L.P., or NBVM V, is the sole General Partner of NBVP V-A. NBVM GP, LLC, the General Partner of NBVM V, has ultimate voting and dispositive power over the shares held of record by NBVP V-A. Shared voting and dispositive power of such shares is vested in Edward T. Anderson and Richard A. D'Amore. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pencuniary interest in such securities).

3. Represents securities held of record by North Bridge Venture Partners V-B, L.P., or NBVP V-B. North Bridge Venture Management V, L.P., or NBVM V, is the sole General Partner of NBVP V-B. NBVM GP, LLC, the General Partner of NBVM V, has ultimate voting and dispositive power over the shares held of record by NBVP V-B. Shared voting and dispositive power of such shares is vested in Edward T. Anderson and Richard A. D'Amore. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pencuniary interest in such securities)

4. Represents securities held of record by North Bridge Venture Partners VI, L.P., or NBVP VI. North Bridge Venture Management VI, L.P., or NBVM VI, is the sole General Partner of NBVP VI. NBVM GP, LLC, the General Partner of NBVM VI, has ultimate voting and dispositive power over the shares held of record by NBVP VI. Shared voting and dispositive power of such shares is vested in Edward T. Anderson and Richard A. D'Amore. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pencuniary interest in such securities)

Remarks:

	/s/ Terry Hungle, for North Bridge Venture Partners V-B, L.P.	05/01/2015
	/s/ Terry Hungle, for North Bridge Venture Partners VI, L.P.	05/01/2015
	/s/ Terry Hungle, for Richard A. D'Amore	05/01/2015
	/s/ Terry Hungle, for Edward T. Anderson	05/01/2015
	/s/ Terry Hungle, for NBVM GP, LLC	05/01/2015
	/s/ Terry Hungle, for North Bridge Venture Management V, L.P.	05/01/2015
	/s/ Terry Hungle, for North Bridge Venture Management VI, L.P.	05/01/2015
	/s/ Terry Hungle, for North Bridge Venture Partners V-A, L.P.	05/01/2015
	** Signature of Reporting Person	Date
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