Securities and Exchange Commission
Washington, DC 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2
(Amendment No. 4)*
EnerNOC, Inc. |
(Name of Issuer)
Common Stock, $0.001 par value |
(Title of Class of Securities)
292764 10 7 |
(CUSIP Number)
December 31, 2011 |
(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)
x Rule 13d-1(d)
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in 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).
CUSIP NUMBER 292764 10 7 | 13G | Page 2 of 27 Pages |
1. |
Names of Reporting Persons
Draper Associates, Inc. | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
120,507* (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
120,507* (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
120,507* (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.46% | |||||
12. |
Type of Reporting Person (see Instructions)
CO |
* | All of these shares are directly owned by Draper Associates, L.P. |
CUSIP NUMBER 292764 10 7 | 13G | Page 3 of 27 Pages |
1. |
Names of Reporting Persons
Draper Associates, L.P. | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
120,507 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
120,507 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
120,507 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.46% | |||||
12. |
Type of Reporting Person (see Instructions)
PN |
CUSIP NUMBER 292764 10 7 | 13G | Page 4 of 27 Pages |
1. |
Names of Reporting Persons
Draper Fisher Jurvetson Fund VI, L.P. | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
530,162 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
530,162 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
530,162 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
2.03% | |||||
12. |
Type of Reporting Person (see Instructions)
PN |
CUSIP NUMBER 292764 10 7 | 13G | Page 5 of 27 Pages |
1. |
Names of Reporting Persons
Draper Fisher Jurvetson Management Co. VI, LLC | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
530,162* (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
530,162* (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
530,162* (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
2.03% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (limited liability company) |
* | All of these shares are directly held by Draper Fisher Jurvetson Fund VI, L.P. |
CUSIP NUMBER 292764 10 7 | 13G | Page 6 of 27 Pages |
1. |
Names of Reporting Persons
Draper Fisher Jurvetson Partners VI, LLC | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
14,822 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
14,822 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
14,822 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.06% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (limited liability company) |
CUSIP NUMBER 292764 10 7 | 13G | Page 7 of 27 Pages |
1. |
Names of Reporting Persons
Timothy C. Draper | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) x
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
827,682* (See Items 2 and 4) | ||||
6. | Shared Voting Power
544,984** (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
827,682* (See Items 2 and 4) | |||||
8. | Shared Dispositive Power
544,984** (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,372,666** (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
5.26% | |||||
12. |
Type of Reporting Person (see Instructions)
IN |
* | Of these shares, 67,400 shares are directly held by JABE, LLC (JABE), 120,507 shares are directly held by Draper Associates, L.P., 46,451 are held directly by The Draper Foundation, 250,100 are directly held by The Timothy Cook Draper 2010 Annuity Trust (Draper Annuity Trust) and 343,224 shares are directly held by the Timothy Cook Draper Revocable Trust (Draper Revocable Trust). Mr. Draper is the managing member of JABE and has sole investment and voting power. Mr. Draper is the President of Draper Associates, Inc., the general partner of Draper Associates L.P. and has sole investment and voting power. Mr. Draper is the President of The Draper Foundation and has sole investment and voting power. Mr. Draper is the trustee of the Draper Annuity Trust and the Draper Revocable Trust and has sole investment and voting power. |
** | Of these shares, 530,162 shares are directly held by Draper Fisher Jurvetson Fund VI, L.P. and 14,822 shares are directly held by Draper Fisher Jurvetson Partners VI, LLC. |
CUSIP NUMBER 292764 10 7 | 13G | Page 8 of 27 Pages |
1. |
Names of Reporting Persons
The Timothy Cook Draper 2010 Annuity Trust | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
250,100 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
250,100 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
250,100 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.96% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (Trust) |
CUSIP NUMBER 292764 10 7 | 13G | Page 9 of 27 Pages |
1. |
Names of Reporting Persons
The Timothy Cook Draper Revocable Trust | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
343,244 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
343,244 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
343,244 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
1.32% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (Trust) |
CUSIP NUMBER 292764 10 7 | 13G | Page 10 of 27 Pages |
1. |
Names of Reporting Persons
The Draper Foundation | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: |
5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
46,451 | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
46,451 | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
46,451 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.18% | |||||
12. |
Type of Reporting Person (see Instructions)
CO |
CUSIP NUMBER 292764 10 7 | 13G | Page 11 of 27 Pages |
1. |
Names of Reporting Persons
John H. N. Fisher | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
695,398* (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
695,398* (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
695,398* (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
2.66% | |||||
12. |
Type of Reporting Person (see Instructions)
IN |
* | Of these shares 530,162 shares are directly held by Draper Fisher Jurvetson Fund VI, L.P., 14,822 shares are directly held by Draper Fisher Jurvetson Partners VI, LLC, and 150,414 shares are directly held by the John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08. |
CUSIP NUMBER 292764 10 7 | 13G | Page 12 of 27 Pages |
1. |
Names of Reporting Persons
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08 | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
150,414 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
150,414 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
150,414 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.58% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (Trust) |
CUSIP NUMBER 292764 10 7 | 13G | Page 13 of 27 Pages |
1. |
Names of Reporting Persons
Stephen T. Jurvetson | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
667,780* (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
667,780* (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
667,780* (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
2.56% | |||||
12. |
Type of Reporting Person (see Instructions)
IN |
* | Of these shares 530,162 shares are directly held by Draper Fisher Jurvetson Fund VI, L.P., 14,822 shares are directly held by Draper Fisher Jurvetson Partners VI, LLC, and 122,796 shares are held by The Steve and Karla Jurvetson Living Trust dated 8/27/02. |
CUSIP NUMBER 292764 10 7 | 13G | Page 14 of 27 Pages |
1. |
Names of Reporting Persons
The Steve and Karla Jurvetson Living Trust dated 8/27/02 | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
California | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
6. | Shared Voting Power
122,796 (See Items 2 and 4) | |||||
7. | Sole Dispositive Power
0 | |||||
8. | Shared Dispositive Power
122,796 (See Items 2 and 4) | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
122,796 | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.47% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (Trust) |
CUSIP NUMBER 292764 10 7 | 13G | Page 15 of 27 Pages |
1. |
Names of Reporting Persons
JABE, LLC | |||||
2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ¨ (b) ¨
| |||||
3. | SEC Use Only
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
67,400 | ||||
6. | Shared Voting Power
0 | |||||
7. | Sole Dispositive Power
67,400 | |||||
8. | Shared Dispositive Power
0 | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
67,400 (See Items 2 and 4) | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
0.26% | |||||
12. |
Type of Reporting Person (see Instructions)
OO (limited liability company) |
CUSIP NUMBER 292764 10 7 | 13G | Page 16 of 27 Pages |
Item 1(a) Name of Issuer: EnerNOC, Inc.
Item 1(b) Address of Issuers principal executive offices:
73 Federal Street, Suite 300
Boston, MA 02110
Item 2. This Amendment to Schedule 13G is filed on behalf of (i) Draper Associates, Inc., a California corporation, (ii) Draper Associates, L.P., a California limited partnership, (iii) Draper Fisher Jurvetson Fund VI, L.P., a California limited partnership, (iv) Draper Fisher Jurvetson Management Co. VI, LLC, a California limited liability company, (v) Draper Fisher Jurvetson Partners VI, LLC, a California limited liability company, (vi) Timothy C. Draper, a United States citizen (Draper), (vii) The Timothy Cook Draper 2010 Annuity Trust, a trust formed under the laws of the State of California (the Draper Annuity Trust), (viii) The Timothy Cook Draper Revocable Trust, a trust formed under the laws of the State of California (the Draper Revocable Trust), (ix) The Draper Foundation, a California corporation (Draper Foundation), (x) John H. N. Fisher, a United States citizen (Fisher), (ix) John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08, a trust formed under the laws of the State of California (Fisher Trust), (xi) Stephen T. Jurvetson, a United States citizen (Jurvetson), (xii) The Steve and Karla Jurvetson Living Trust dated 8/27/02, a trust formed under the laws of the State of California (Jurvetson Trust), and (xiii) JABE, LLC, a California limited liability company.
Relationships
(1) Draper Associates, Inc. (Draper Associates). Mr. Draper is the President of Draper Associates, which is the general partner of Draper Associates, L.P. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates except to the extent of his pecuniary interest therein.
(2) Draper Associates, L.P. (Draper Associates, L.P.). Mr. Draper has sole voting and investment power over the shares owned by Draper Associates, L.P. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates, L.P. except to the extent of his pecuniary interest therein.
(3) Draper Fisher Jurvetson Fund VI, L.P. (Fund).
(4) Draper Fisher Jurvetson Management Co. VI, LLC (Fund VI Management) is the general partner of the Fund. The managing members of the general partner of the Fund are Messrs. Draper, Fisher and Jurvetson.
(5) Draper Fisher Jurvetson Partners VI, LLC (Partners Fund LLC) is a side-by-side fund of the Fund. The managing members of Partners Fund LLC are Messrs. Draper, Fisher and Jurvetson. Decisions with respect to Partners Fund LLC securities are made automatically in conjunction with decisions by the Fund.
CUSIP NUMBER 292764 10 7 | 13G | Page 17 of 27 Pages |
Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held directly by the Fund, Fund VI Management and Partners Fund LLC, except to the extent of their pecuniary interest therein.
(6) The Draper Annuity Trust is a trust formed under the laws of the State of California. Mr. Draper is trustee of the Draper Annuity Trust and has sole investment and voting power over the shares. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(7) The Draper Revocable Trust is a trust formed under the laws of the State of California. Mr. Draper is trustee of the Draper Revocable Trust and has sole investment and voting power over the shares. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(8) The Draper Foundation is a California corporation. Mr. Draper is its President. Mr. Draper has sole voting and investment power over the shares owned by The Draper Foundation. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(9) JABE, LLC is a California limited liability company (JABE). Mr. Draper is managing member of JABE and has voting and investment power with respect to the shares held by JABE. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
(10) The Fisher Trust is a trust formed under the laws of the State of California. Mr. Fisher is a co-trustee of the trust.
(11) The Jurvetson Trust is a trust formed under the laws of the State of California. Mr. Jurvetson is co-trustee of the trust.
Item 2(a) Name of person filing:
Draper Associates, Inc.
Draper Associates, L.P.
Draper Fisher Jurvetson Fund VI, L.P.
Draper Fisher Jurvetson Management Co. VI, LLC
Draper Fisher Jurvetson Partners VI, LLC
Timothy C. Draper
The Timothy Cook Draper 2010 Annuity Trust
The Timothy Cook Draper Revocable Trust
The Draper Foundation
John H. N. Fisher
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08
Stephen T. Jurvetson
The Steve and Karla Jurvetson Living Trust dated 8/27/02
JABE, LLC
CUSIP NUMBER 292764 10 7 | 13G | Page 18 of 27 Pages |
Item 2(b) Address of principal business office or, if none, residence:
2882 Sand Hill Road, Suite 150, Menlo Park, CA 94025
Item 2(c) Citizenship:
Draper Associates, Inc. |
California | |
Draper Associates, L.P. |
California | |
Draper Fisher Jurvetson Fund VI, L.P. |
California | |
Draper Fisher Jurvetson Management Co. VI, LLC |
California | |
Draper Fisher Jurvetson Partners VI, LLC |
California | |
Timothy C. Draper |
United States | |
The Timothy Cook Draper 2010 Annuity Trust |
California | |
The Timothy Cook Draper Revocable Trust |
California | |
The Draper Foundation |
California | |
John H. N. Fisher |
United States | |
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08 |
California | |
Stephen T. Jurvetson |
United States | |
The Steve and Karla Jurvetson Living Trust dated 8/27/02 |
California | |
JABE, LLC |
California |
Item 2(d) Title of class of securities: Common Stock, par value $0.01 per share.
The Issuer registered its Common Stock on its S-1 Registration Statement filed with the SEC on June 22, 2007. Each of the Reporting Persons identified in Item 2(a) above beneficially owns Common Stock.
Item 2(e) CUSIP No.: 292764 10 7
Item 3. | If this statement is filed pursuant to § 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
(a) | ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
(b) | ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | ¨ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
(f) | ¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
CUSIP NUMBER 292764 10 7 | 13G | Page 19 of 27 Pages |
(g) | ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
(h) | ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | ¨ Achurch plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
(j) | ¨ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
(k) | ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify type of institution:
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. |
Draper Associates, Inc.
A. | Amount Beneficially owned: 120,507 |
B. | Percent of Class: 0.46% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 120,507 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 120,507 |
Draper Associates, L.P.
A. | Amount Beneficially owned: 120,507 |
B. | Percent of Class: 0.46% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 120,507 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 120,507 |
Draper Fisher Jurvetson Fund VI, L.P.
A. | Amount Beneficially owned: 530,162 |
B. | Percent of Class: 2.03% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 530,162 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 530,162 |
CUSIP NUMBER 292764 10 7 | 13G | Page 20 of 27 Pages |
Draper Fisher Jurvetson Management Co. VI, LLC
A. | Amount Beneficially owned: 530,162 |
B. | Percent of Class: 2.03% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 530,162 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 530,162 |
Draper Fisher Jurvetson Partners VI, LLC
A. | Amount Beneficially owned: 14,822 |
B. | Percent of Class: 0.06% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 14,822 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 14,822 |
Timothy C. Draper
A. | Amount Beneficially owned: 1,372,666 |
B. | Percent of Class: 5.26% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 827,682 |
2. | shared power to vote or to direct the vote: 544,984 |
3. | sole power to dispose or to direct the disposition of: 827,682 |
4. | shared power to dispose or to direct the disposition of: 544,984 |
The Timothy Cook Draper 2010 Annuity Trust
A. | Amount Beneficially owned: 250,100 |
B. | Percent of Class: 0.96% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 250,100 |
3. | sole power to dispose or to direct the disposition of 0 |
4. | shared power to dispose or to direct the disposition of: 250,100 |
CUSIP NUMBER 292764 10 7 | 13G | Page 21 of 27 Pages |
The Timothy Cook Draper Revocable Trust
A. | Amount Beneficially owned: 343,224 |
B. | Percent of Class: 1.32% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 343,224 |
3. | sole power to dispose or to direct the disposition of 0 |
4. | shared power to dispose or to direct the disposition of: 343,224 |
The Draper Foundation
A. | Amount Beneficially owned: 46,451 |
B. | Percent of Class: 0.18% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 46,451 |
3. | sole power to dispose or to direct the disposition of 0 |
4. | shared power to dispose or to direct the disposition of: 46,451 |
John H. N. Fisher
A. | Amount Beneficially owned: 695,398 |
B. | Percent of Class: 2.66% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 695,398 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 695,398 |
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08
A. | Amount Beneficially owned: 150,414 |
B. | Percent of Class: 0.58% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 150,414 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 150,414 |
CUSIP NUMBER 292764 10 7 | 13G | Page 22 of 27 Pages |
Stephen T. Jurvetson
A. | Amount Beneficially owned: 667,780 |
B. | Percent of Class: 2.56% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 667,780 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 667,780 |
The Steve and Karla Jurvetson Living Trust dated 8/27/09
A. | Amount Beneficially owned: 122,796 |
B. | Percent of Class: 0.47% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 0 |
2. | shared power to vote or to direct the vote: 122,796 |
3. | sole power to dispose or to direct the disposition of: 0 |
4. | shared power to dispose or to direct the disposition of: 122,796 |
JABE, LLC
A. | Amount Beneficially owned: 67,400 |
B. | Percent of Class: 0.26% |
C. | Number of shares owned to which such person has: |
1. | sole power to vote or to direct the vote: 67,400 |
2. | shared power to vote or to direct the vote: 0 |
3. | sole power to dispose or to direct the disposition of: 67,400 |
4. | shared power to dispose or to direct the disposition of: 0 |
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. |
Not Applicable.
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.
Item 8. | Identification and Classification of Members of the Group. |
Not Applicable.
CUSIP NUMBER 292764 10 7 | 13G | Page 23 of 27 Pages |
Item 9. | Notice of Dissolution of Group. |
Not Applicable.
Item 10. | Certifications. |
Not applicable.
CUSIP NUMBER 292764 10 7 | 13G | Page 24 of 27 Pages |
SIGNATURE
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.
Dated: February 6, 2012
Draper Associates, Inc. | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | President | |||
Draper Associates, L.P. | ||||
By: | Draper Associates, Inc. (General Partner) | |||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | President | |||
Draper Fisher Jurvetson Fund VI, L.P. | ||||
By: Draper Fisher Jurvetson Management Co. VI, LLC (General Partner) | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Managing Member | |||
Draper Fisher Jurvetson Management Co. VI, LLC | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Managing Member |
CUSIP NUMBER 292764 10 7 | 13G | Page 25 of 27 Pages |
Draper Fisher Jurvetson Partners VI, LLC | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Managing Member | |||
/s/ Timothy C. Draper | ||||
Timothy C. Draper | ||||
The Timothy Cook Draper 2010 Annuity Trust | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Trustee | |||
The Timothy Cook Draper Revocable Trust | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Trustee | |||
The Draper Foundation | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | President | |||
/s/ John H. N. Fisher | ||||
John H. N. Fisher | ||||
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/7/08 | ||||
By: | /s/ John H. N. Fisher | |||
Name: | John H. N. Fisher | |||
Title: | Co-Trustee |
CUSIP NUMBER 292764 10 7 | 13G | Page 26 of 27 Pages |
/s/ Stephen T. Jurvetson | ||
Stephen T. Jurvetson | ||
The Steve and Karla Jurvetson Living Trust dated 8/27/02 | ||
By: | /s/ Stephen T. Jurvetson | |
Name: | Stephen T. Jurvetson | |
Title: | Co-Trustee | |
JABE, LLC | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | Managing Member |
CUSIP NUMBER 292764 10 7 | 13G | Page 27 of 27 Pages |
Exhibit Index
Exhibit | Description | |
99.1 | Statement pursuant to Rule 13d-1(k)(1)(iii), filed herewith |
CUSIP NUMBER 292764 10 7 | 13G |
Exhibit 99.1
Pursuant to Rule 13d-1(k)(1)(iii) of Regulation 13D-G of the General Rules and Regulations of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended, the undersigned agrees that the statement to which this Exhibit is attached is filed on behalf of each of them.
Dated: February 6, 2012
Draper Associates, Inc. | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | President | |||
Draper Associates, L.P. | ||||
By: Draper Associates, Inc. (General Partner) | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | President | |||
Draper Fisher Jurvetson Fund VI, L.P. | ||||
By: Draper Fisher Jurvetson Management Co. VI, LLC (General Partner) | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Managing Member | |||
Draper Fisher Jurvetson Management Co. VI, LLC | ||||
By: | /s/ Timothy C. Draper | |||
Name: | Timothy C. Draper | |||
Title: | Managing Member |
CUSIP NUMBER 292764 10 7 | 13G |
Draper Fisher Jurvetson Management Co. VI, LLC | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | Managing Member | |
/s/ Timothy C. Draper | ||
Timothy C. Draper | ||
The Timothy Cook Draper 2010 Annuity Trust | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | Trustee | |
The Timothy Cook Draper Revocable Trust | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | Trustee | |
The Draper Foundation | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | President | |
/s/ John H. N. Fisher | ||
John H. N. Fisher | ||
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/7/08 | ||
By: | /s/ John H. N. Fisher | |
Name: | John H. N. Fisher | |
Title: | Co-Trustee |
CUSIP NUMBER 292764 10 7 | 13G |
/s/ Stephen T. Jurvetson | ||
Stephen T. Jurvetson | ||
The Steve and Karla Jurvetson Living Trust dated 8/27/02 | ||
By: | /s/ Stephen T. Jurvetson | |
Name: | Stephen T. Jurvetson | |
Title: | Co-Trustee | |
JABE, LLC | ||
By: | /s/ Timothy C. Draper | |
Name: | Timothy C. Draper | |
Title: | Managing Member |