1
|
NAMES OF REPORTING PERSONS
Spectrum Equity Investors V, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
Spectrum Equity Associates V, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
SEA V Management, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
1
|
NAMES OF REPORTING PERSONS
Spectrum V Investment Managers’ Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
SEI III Entrepreneurs’ Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
3,691,300
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
3,691,300
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,691,300
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
SEI III Entrepreneurs’ LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
3,691,300
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
3,691,300
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,691,300
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
|
1
|
NAMES OF REPORTING PERSONS
Spectrum Equity Investors III, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
3,691,300
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
3,691,300
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,691,300
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
Spectrum Equity Associates III, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
3,691,300
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
3,691,300
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,691,300
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
Spectrum III Investment Managers’ Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
3,691,300
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
3,691,300
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,691,300
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.4%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
1
|
NAMES OF REPORTING PERSONS
Brion B. Applegate
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
6,606
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
13,253,086
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
6,606
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
13,253,086
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,259,692
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.1%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
William P. Collatos
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
3,300
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
13,253,086
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
3,300
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
13,253,086
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,256,386
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.1%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Randy J. Henderson
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
827
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
13,253,086
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
827
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
13,253,086
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,253,913
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.1%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Michael J. Kennealy
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Kevin J. Maroni
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
13,253,086
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
13,253,086
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,253,086
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.1%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Christopher T. Mitchell
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
1
|
NAMES OF REPORTING PERSONS
Victor E. Parker, Jr.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) o
(b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF
|
5
|
SOLE VOTING POWER
0
|
|
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED VOTING POWER
9,561,786
|
|
EACH
REPORTING
PERSON
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
WITH:
|
8
|
SHARED DISPOSITIVE POWER
9,561,786
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,561,786
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
21.7%
|
||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
|
Item 1(a).
|
Name of Issuer: Ancestry.com Inc. (the “Issuer”).
|
Item 1(b).
|
Address of Issuer’s Principal Executive Offices:
360 West 4800 North, Provo, UT 84604.
|
Item 2(a).
|
Names of Persons Filing: This statement is being filed by Spectrum Equity Investors III, L.P. (“SEI III”); Spectrum Equity Associates III, L.P. (“SEA III”), which is the sole general partner of SEI III; Spectrum III Investment Managers’ Fund, L.P. (“IMF III”); SEI III Entrepreneurs’ Fund, L.P.
(“Entrepreneurs III”); SEI III Entrepreneurs’ LLC (“SEI Entrepreneurs” and, together with SEI III, SEA III, IMF III, and Entrepreneurs III, the “Fund III Entities”), which is the sole general partner of Entrepreneurs III; Brion B. Applegate (“Applegate”), William P. Collatos (“Collatos”), Randy J. Henderson (“Henderson”), and Kevin J. Maroni (“Maroni”
and, together with Applegate, Collatos, and Henderson, the “Fund III Managers”), who are the individual general partners of SEA III and IMF III and the individual managing directors of SEI Entrepreneurs; Spectrum Equity Investors V, L.P. (“SEI V”); Spectrum Equity Associates V, L.P. (“SEA V”), which is the sole general partner of SEI V; Spectrum V Investment Managers’ Fund, L.P. (“IMF V”); SEA V Management, LLC (“SEA V Management” and, together with SEI V, SEA V, and IMF V, the
“Fund V Entities”), which is the sole general partner of SEA V and the sole general partner of IMF V; Michael J. Kennealy (“Kennealy”), Christopher T. Mitchell (“Mitchell”), and Victor E. Parker, Jr. (“Parker” and, together with the Fund III Managers, Kennealy, and Mitchell, the “Fund V Managers” or the “Managers”). The Fund V Managers are the individual managing directors of SEA V Management. The persons and entities
named in this paragraph are referred to individually herein as a “Reporting Person” and collectively as the “Reporting Persons.”
|
Item 2(b).
|
Address of Principal Business Office or, if None, Residence: The address of the principal business office of Collatos, Kennealy, Maroni, and Mitchell is Spectrum Equity Investors, One International Place, 29th Floor, Boston, MA 02110. The address of the principal business office of SEI III, SEA III, IMF III, Entrepreneurs III, SEI Entrepreneurs, SEI V, SEA V, IMF V, SEA V Management, Applegate, Henderson, and Parker is Spectrum Equity Investors, 333 Middlefield Road, Suite 200, Menlo Park,
CA 94025.
|
Item 2(c).
|
Citizenship: Each of SEI III, SEA III, IMF III, Entrepreneurs III, SEI V, IMF V, and SEA V is a limited partnership organized under the laws of the State of Delaware. Each of SEI Entrepreneurs and SEA V Management is a limited liability company organized under the laws of the State of Delaware. Each of the Managers is a United States of America citizen.
|
Item 2(d).
|
Title of Class of Securities: Common Stock, $.001 par value (“Common Stock”).
|
Item 2(e).
|
CUSIP Number: 032803108.
|
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:
|
Item 4.
|
Ownership.
|
(a)
|
Amount Beneficially Owned: SEI III is the record owner of 3,395,981 shares of Common Stock as of December 31, 2011 (the “SEI III Shares”). As the sole general partner of SEI III, SEA III may be deemed to own beneficially the SEI III Shares. As the individual general partners of SEA III, each of the Fund III Managers may also be
|
(b)
|
Percent of Class: See Line 11 of cover sheets. The percentages set forth on the cover sheets for each Reporting Person are calculated based on 44,065,945 shares of Common Stock reported by the Issuer to be outstanding as of October 26, 2011.
|
(c)
|
Number of shares as to which such person has:
|
(i)
|
sole power to vote or to direct the vote: See Line 5 of cover sheets.
|
(ii)
|
shared power to vote or to direct the vote: See Line 6 of cover sheets.
|
(iii)
|
sole power to dispose or to direct the disposition of: See Line 7 of cover sheets.
|
(iv)
|
shared power to dispose or to direct the disposition of: See Line 8 of cover sheets.
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certification.
|
By:
|
Spectrum Equity Associates V, L.P.
its general partner
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
Spectrum Equity Associates III, L.P.
its general partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
SEI III Entrepreneurs’ LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
*
Randy J. Henderson
Managing Director
|
*
Brion B. Applegate |
*
William P. Collatos
|
*
Randy J. Henderson |
*
Michael J. Kennealy |
*
Kevin J. Maroni |
*
Christopher T. Mitchell |
*
Victor E. Parker, Jr. |
*By: /s/ Randy J. Henderson
Randy J. Henderson
As attorney-in-fact
|
By:
|
Spectrum Equity Associates V, L.P.
its general partner
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
SEA V Management, LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
Spectrum Equity Associates III, L.P.
its general partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
*
Randy J. Henderson
General Partner
|
By:
|
SEI III Entrepreneurs’ LLC
its general partner
|
By:
|
*
Randy J. Henderson
Managing Director
|
By:
|
*
Randy J. Henderson
Managing Director
|
*
Brion B. Applegate |
*
William P. Collatos
|
*
Randy J. Henderson |
*
Michael J. Kennealy |
*
Kevin J. Maroni |
*
Christopher T. Mitchell |
*
Victor E. Parker, Jr. |
*By: /s/ Randy J. Henderson
Randy J. Henderson
As attorney-in-fact
|
/s/ Brion B. Applegate
Brion B. Applegate
/s/ William P. Collatos
William P. Collatos
/s/ Benjamin M. Coughlin
Benjamin M. Coughlin
/s/ Randy J. Henderson
Randy J. Henderson
/s/ Michael J. Kennealy
Michael J. Kennealy
/s/ Kevin J. Maroni
Kevin J. Maroni
/s/ Christopher T. Mitchell
Christopher T. Mitchell
/s/ Victor E. Parker, Jr.
Victor E. Parker, Jr.
|