0001209191-12-042926.txt : 20120822 0001209191-12-042926.hdr.sgml : 20120822 20120822211902 ACCESSION NUMBER: 0001209191-12-042926 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120820 FILED AS OF DATE: 20120822 DATE AS OF CHANGE: 20120822 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HOMEAWAY INC CENTRAL INDEX KEY: 0001366684 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 200970381 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1011 W. 5TH STREET STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78703 BUSINESS PHONE: 512-505-1525 MAIL ADDRESS: STREET 1: 1011 W. 5TH STREET STREET 2: SUITE 300 CITY: AUSTIN STATE: TX ZIP: 78703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BRODY JEFFREY D CENTRAL INDEX KEY: 0001140440 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35215 FILM NUMBER: 121050759 MAIL ADDRESS: STREET 1: C/O CONCUR TECHNOLOGIES INC STREET 2: 6222 - 185TH AVENUE NE CITY: REDMOND STATE: WA ZIP: 98052 4 1 c29747_4x0.xml MAIN DOCUMENT DESCRIPTION X0306 4 2012-08-20 0001366684 HOMEAWAY INC AWAY 0001140440 BRODY JEFFREY D 3000 SAND HILL ROAD BUILDING 2, SUITE 290 MENLO PARK CA 94025 1 0 1 0 Common Stock 2012-08-20 4 J 0 23872 0 D 99486 I By Redpoint Associates I, LLC Common Stock 2012-08-20 4 J 0 19032 0 D 79311 I By Redpoint Associates II, LLC Common Stock 2012-08-20 4 J 0 931025 0 D 3879911 I Redpoint Ventures I, L.P. Common Stock 2012-08-20 4 J 0 823073 0 D 3430040 I By Redpoint Ventures II, L.P. Common Stock 2012-08-20 4 J 0 2549 0 D 10623 I Redpoint Omega Associates, LLC Common Stock 2012-08-20 4 J 0 90140 0 D 375646 I By Redpoint Omega, L.P. Common Stock 2012-08-20 4 J 0 9310 0 A 9310 I By Redpoint Ventures I, LLC Common Stock 2012-08-20 4 J 0 9310 0 D 0 I By Redpoint Ventures I, LLC Common Stock 2012-08-20 4 J 0 252684 0 A 252684 I By Redpoint Ventures II, LLC Common Stock 2012-08-20 4 J 0 252684 0 D 0 I By Redpoint Ventures II, LLC Common Stock 2012-08-20 4 J 0 23211 0 A 23211 I By Redpoint Omega, LLC Common Stock 2012-08-20 4 J 0 23211 0 D 0 I Redpoint Omega, LLC Common Stock 2012-08-20 4 S 0 4198 24.46 D 98276 I By Redpoint Technology Partners A-I, L.P. Common Stock 2012-08-20 4 S 0 26267 24.46 D 614894 I By Redpoint Technology Partners Q-I, L.P. Common Stock 2012-08-20 4 J 0 6199 0 A 18597 I By Partnership Common Stock 2012-08-20 4 J 0 700 0 A 2100 I By Partnership Common Stock 2012-08-20 4 J 0 43030 0 A 129090 I By Family Trust Common Stock 2012-08-21 4 S 0 16812 24.98 D 81464 I By Redpoint Technology Partners A-I, L.P. Common Stock 2012-08-21 4 S 0 105191 24.98 D 509703 I By Redpoint Technology Partners Q-I, L.P. Common Stock 2012-08-22 4 S 0 15840 24.92 D 65624 I By Redpoint Technology Partners A-I, L.P. Common Stock 2012-08-22 4 S 0 99160 24.92 D 410543 I By Redpoint Technology Partners Q-I, L.P. Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Associates I, LLC ("RA I") without consideration to its members, including the Brody Family Trust U/D/T dated July 1, 1994 (the "Family Trust"). Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Associates II, LLC ("RA II") without consideration to its members, including the Family Trust. Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Ventures I, L.P. ("RV I LP") without consideration to its limited partners and its general partner, Redpoint Ventures I, LLC ("RV I LLC"). Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Ventures II, L.P. ("RV II LP") without consideration to its limited partners and its general partner, Redpoint Ventures II, LLC ("RV II LLC"). Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Omega Associates, LLC ("RO Associates") without consideration to its members, including the Family Trust. Represents a change in the form of beneficial ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by Redpoint Omega, L.P. ("RO LP") without consideration to its limited partners and its general partner, Redpoint Omega, LLC ("RO LLC"). Represents a change in the form of ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by RV I LLC without consideration to its members, including Brody Children's Partnership (the "Children's Partnership) and the Family Trust. Represents a change in the form of ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by RV II LLC without consideration to its members, including the Children's Partnership and the Family Trust. Represents a change in the form of ownership from one form of indirect ownership to another by virtue of a pro-rata in-kind distribution of Common Stock of the Issuer by RO LLC without consideration to its members, including the Family Trust and Koga Partners, L.P. ("Koga"). Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $24.00 to $24.73 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. The Reporting Person is a Managing Director of RV I LLC which serves as the manager of RA I and serves as the general partner of RV I LP, Redpoint Technology Partners A-1, L.P. ("RTP A") and Redpoint Technology Partners Q-1, L.P. ("RTP Q"). As such, the Reporting Person shares voting and investment power over the shares held by RA I, RV I LP, RTP A and RTP Q. The Reporting Person disclaims beneficial ownership of the shares held by RA I, RV I LP, RTP A and RTP Q except to the extent of his proportionate pecuniary interest therein. The Reporting Person is a Managing Director of RV II LLC which serves as the general partner of RV II LP. RV II LLC and RA II are under common control. As such, the Reporting Person shares voting and investment power over the shares held by RV II LP and RA II. The Reporting Person disclaims beneficial ownership of the shares held by RV II LP and RA II except to the extent of his proportionate pecuniary interest therein. The Reporting Person is a Managing Director of RO LLC which serves as the general partner of RO LP. RO LLC and RO Associates are under common control. As such, the Reporting Person shares voting and investment power over the shares held by RO LP and RO Associates. The Reporting Person disclaims beneficial ownership of the shares held by RO LP and RO Associates except to the extent of his proportionate pecuniary interest therein. Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro-rata in-kind distributions described in footnotes (7) and (8) above as follows: (i) 6,117 shares from RV II LLC and (ii) 82 shares from RV I LLC. The shares are held by the Children's Partnership. The Reporting Person is a general partner of the Children's Partnership. The Reporting Person disclaims beneficial ownership of the shares held by the Children's Partnership except to the extent of his proportionate pecuniary interest therein. Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro-rata in-kind distribution by RO LLC described in footnote (6) above. The shares are held by the Koga. The Reporting Person is a general partner of Koga. The Reporting Person disclaims beneficial ownership of the shares held by Koga except to the extent of his proportionate pecuniary interest therein. Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro-rata in-kind distributions described in footnotes (1), (2), (5), (7), (8) and (9) above as follows: (i) 1,511 shares from RA I, (ii) 2,094 shares from RA II, (iii) 396 shares from RO Associates, (iv) 1,567 shares from RV I LLC, (v) 34,664 shares from RV II LLC and (vi) 2,798 shares from RO LLC. The shares are held by the Family Trust. The Reporting Person is a trustee and beneficiary of the Family Trust. The Reporting Person disclaims beneficial ownership of the shares held by the Family Trust except to the extent of his proportionate pecuniary interest therein. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $24.70 to $25.04 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $24.55 to $25.13 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price. /s/ Jeffrey D. Brody 2012-08-22